Warming Up
by Proteus-92
Summary: After sharing a bed in winter, Twilight learns of the deep seated love that Spike has for her. How will their relationship change? How will the others react? And what will happen when she discovers that the new feelings she has for him may not be her own?
1. Body Heat

**Warming Up**

**By: Proteus-92**

**Chapter I: Body Heat**

Winter had officially come to Ponyville. When Twilight Sparkle woke up that morning, she could see a thick blanket of snow covering the whole town through her window. Spike's basket was empty- no doubt he had awoken already to begin his chores. She trotted down to the kitchen- Spike was there, cooking something. "Good morning Twilight," he said. "Hope you're in the mood for pancakes."

She smiled. "What kind?"

"Daisy pancakes. Those ones are your favorite, right?"

"You know me so well." Spike finished a few minutes later, and the two began to eat not long after. Owlowiscious had flown south for the winter several weeks before; until Winter Wrap-Up in several months' time, Twilight and Spike would be completely alone in the library. She finished her pancakes, wiping her mouth. "Delicious as always, Spike," she said.

He smiled and blushed ever so slightly. "Thanks. …So Twilight, are you going out at all today?"

"As a matter of fact, I am." She picked up a book and dropped it into her bag, before slinging it over her shoulder. "While I'm out, could you start gathering all my research materials?"

"Sure. You need all those astronomy books, right?"

She wrapped her favorite scarf around her neck. "That's right. Don't worry if you can't gather everything together before I get back- I'll only be gone for a few minutes."

"Okay. I'll be waiting." Twilight stepped outside into the snow. As she made her way down the street, she could see ponies enjoying the new weather everywhere she looked. Twilight, however, had some business to be attending to- and in any case, Twilight had found snowy weather to be the perfect opportunity to stay at home and curl up with a good book and a hot cup of cocoa.

At that moment, a light blue pegasus dropped down in front of her from out of the sky. "Hey Twilight," Rainbow Dash said. "You headed to the town square? The Mayor's dividing everyone up into teams for the town's annual snowball fight."

"Sorry, but not this year, Rainbow. I was just going to give something back to Rarity, then I have to get back home and finish some research I was doing."

"Aw, but everypony's taken the day off! Everyone will be there! Can't it wait?"

"I wish it could, but it can't. I need to go, I'm sorry."

Rainbow sighed. "…_Okay_. I guess I'll see you around." She was just about to take off again, when she suddenly stopped. "Oh, that's right! Rarity wanted me to tell you that she finished that order you left her." She was about to take off again, when she stopped herself again. "One more thing- don't forget what I told you last week. This winter's gonna get real bad, so you might wanna get more than just a scarf from now on." She sped off; a few moments later, Twilight continued on her way.

A few minutes later, a small bell tinkled as Twilight entered the Carousel Boutique. "Rarity?" she called. "Rarity, are you still here?"

"Oh, Twilight darling," a voice replied. "I wasn't expecting any visitors." A white unicorn descended the stairs at the side of the boutique- Rarity.

"Sorry, I know you're closed, but I just wanted to return this." She removed the book from her bag.

"Oh, that's quite alright- just, set it on the counter." Twilight did as Rarity asked. "I take it you're here to pick up your order as well." Rarity grabbed a small bundle from a nearby shelf and gave it to Twilight. "If anything doesn't fit, be sure to bring it right back- Spike can't afford to take any chances in this weather."

"I will." As she put Spike's new winter clothes in her bag, Rarity asked, "So Twilight, will you be taking part in the town snowball fight?"

"Not this year, Rarity. I have some studies I have to keep up with. Why, are you?"

"Well, I like to think that I'm above such things, but I daresay that it's quite… _fun_. It's a shame you can't participate this year." As she left the boutique, the unicorn called after her, "Don't be a stranger!"

A few minutes later, she was back at the library; she stepped inside to see Spike gathering the last of her supplies together. "Hold on," he said, staggering under a massive stack of books. "I almost got the last of it!" By some miracle, he made it to the desk and set the books down on the floor. Wiping the sweat from his brow, he said, "Hey Twilight. Did you return Rarity's book?"

"I did. And I got something for you too." She took the package and gave it to him; he unwrapped it excitedly, only for his face to fall once he saw what was inside. "Clothes?" he asked.

"For you to wear outside in the snow. …Aren't you going to try them on? Rarity made them for you." At the mention of Rarity, he was dressed seemingly in the blink of an eye; when she turned to him, he was wearing a knit cap, a jacket, pants, and boots, all made in purple and green. "There should be some gloves in there too," she said. As he reached into the package to find him, she continued, "So, how does everything fit? Does it all fit okay?"

He slipped the gloves on. "Yeah, everything fits just fine. But, uh… is this all really necessary?" he asked, tugging at the uncomfortable new clothes.

"It's for your own safety, Spike. Now if you hurry, you might make it in time for the town snowball fight."

"R-Really! I-I mean… are you sure? You don't need me to help you?"

"I'll be fine, Spike." She sat down at her desk. "Now go out and have some fun. I think you've earned it."

"Oh thank you Twilight! Thank you!" And before she could change her mind, Spike dashed out into the snow.

Twilight was still at her desk when Spike came back inside several hours later. "Hey Twilight," he said, taking off his clothes.

"Hey Spike," she replied, remaining firmly focused on the book in front of her. "Have fun out there?"

"Yeah. I would have stayed out longer, but I figured you'd probably need help with your research." He began to carry a large stack of books toward her desk.

"That's very considerate of you. But are you sure you want to start helping right away? Are you sure you don't need a few minutes to rest, maybe warm yourself up a little?"

"Nah, I'll be fine. Now, is this all the books you needed?"

"No, there's another stack over there." She pointed with her hoof.

"Right, I'll get them." Several hours passed- Twilight continued her studies, with Spike constantly moving back and forth to get her anything and everything that she needed. However, Spike was beginning to lose steam- he yawned loudly as he dropped one last book on the stack. "Getting tired, Spike?" Twilight asked.

He nodded. "Is it okay if I turn in for the night?"

"It's fine. I'll be down here for a few more hours."

"Okay Twilight." Spike headed off to bed. Twilight stayed downstairs, continuing to take notes. Eventually, she reached a satisfactory point to stop, put away her things, and followed Spike to their bedroom. She peered into Spike's basket- he was fast asleep there, curled up under his blanket. She always had to check on him before going to bed; she wouldn't be able to sleep soundly herself otherwise. Satisfied, she made her way to her bed, climbed in, and fell asleep not long after.

Much later, Twilight suddenly awoke. The first thing she noticed was that the room was freezing- Rainbow Dash hadn't been kidding when she said this winter would be bad. The next thing she noticed was a long series of strange stuttering sounds- she couldn't see their source, but from their direction they seemed to be coming from Spike's bed. Something suddenly popped into her head: Spike was a dragon. Dragons were reptiles. Reptiles had cold blood. And in cold weather, cold-blooded animals…

Twilight leapt out of bed without thinking. She didn't have to- not when her assistant, her best friend, her surrogate brother could be dying not ten feet away. She galloped to his basket- sure enough, he was curled up under his blanket, shivering violently. With all the noise she'd made, Twilight was surprised he hadn't woken up. She put her hoof on Spike's back and began to shake him. "Spike… _Spike_, wake up. _Wake up_."

Slowly- much more slowly that Twilight would have liked- Spike came to. "T-T-T-Twilight?" he stuttered. "W-W-What's g-goin' on?"

Though he was now awake, Twilight wasn't any less worried. "Just… come with me Spike. Everything will be fine, I promise." With care, she scooped up the small dragon and put him on her back. She shivered- he was cold as ice. Not wasting any more time, she trotted back to her bed.

Spike could hear the anxiety in her voice, but for some reason, he couldn't bring himself to full alertness- it was as though a cloud was hanging in his mind. The warmth of Twilight's back began to put him at ease however, and he relaxed. Twilight pulled back her blankets and put Spike onto the bed, before climbing in after him and pulling the blankets back over them both. Spike relaxed even more- the warmth felt absolutely wonderful against his cold body, like his entirety was being hugged. "Th… Thank…" was all Spike managed to say, before falling silent.

"Spike?" No response. She shook him. "_Spike?_" Still no response. "Oh no…" She put an ear to his chest, breathing a sigh of relief almost immediately- he was still breathing. He'd simply gone back to sleep. But she couldn't help but worry. She pulled his sleeping body against hers- he was warming up, but he was still so very cold. Ignoring her own discomfort, she held him tightly, and slowly, the coldness faded away.

At some point, in spite of her best efforts to avoid it, Twilight fell asleep as well.

* * *

><p>The warmth was the first thing Spike noticed as he woke up. He kept his eyes closed, snuggling into the warmth- he found it so very pleasant. However, his eyes shot open when he heard a soft sigh in response. At first, all he could see was purple- he looked up to see Twilight lying next to him, holding him tightly in her forelegs. He almost cried out, but he managed to stop himself- then, with care, he began to extract himself from her grip. He might not know why he was in Twilight's bed, but he did know that he had morning chores to get started on. Once free, he climbed down from her bed, resisted the urge to hop back in when his feet touched the cold floor, and headed downstairs to start breakfast.<p>

The scent of Spike's cooking woke Twilight from her slumber a few minutes later. She headed downstairs to find him in the kitchen. "Hey Twilight," he said. "I'm almost done with breakfast- just give me a few more minutes."

Twilight waited patiently until Spike brought their food from the kitchen. They ate in silence for a few moments before Twilight said, "Spike, you and I need to have a talk."

Spike froze. He remained calm on the surface, but in his mind he was panicking. What would Twilight need to talk to him about? Had she found the collection of drawings he'd made of Rarity? Had she read his diary? Or worse, had she woken up in the night to find him… _pleasuring himself_? He was too terrified of these possibilities, and how Twilight might react to them, to give an answer.

She gave him a few moments to reply; when he didn't, she continued by asking, "Well, you're probably wondering why you woke up in my bed this morning, right?"

Spike breathed an internal sigh of relief- she didn't want to talk to him about… _that_. And as a matter of fact, he had been wondering about that all morning. "Uh, yeah. So, what happened?"

"Well, I don't think I have to tell you that winter's here. And because of that… I think that you should sleep in my bed at night. At least, until the end of winter."

He dropped his fork. "What? Y-You can't be serious."

"I am. You're a reptile, Spike- this kind of weather is dangerous to you. It could _kill_ you. And I could never forgive myself if that happened."

"Well, I've been through plenty of winters before without any problems. Why's this one different?"

"Spike, we're not in Canterlot anymore. It didn't snow half as much as it does here, remember?"

"…Then what about last year?"

"I talked to Rainbow Dash yesterday- she said this winter's supposed to be much colder than the last one."

"But… what about your studies? You have to keep up with them."

"This is much more important. Princess Celestia would understand if I explained the situation to her."

"There's gotta be something else you can do. Can't we just buy a heater?"

"We don't have the money for that, Spike. And I really wish there was another way, but there isn't."

"You're a unicorn- can't you make a spell that can-"

"Spike, I'm not arguing with you about this anymore. Until winter's over, you're sleeping with me in my bed. That's final." Spike grumbled angrily. "Spike, I'm only doing this because I want to keep you safe. You understand that don't you?"

Spike relented. "I understand…"

"Good. Now bundle up- you have to go help Rarity today, remember?"

* * *

><p>Night came. Spike lay under the covers of Twilight's bed- Twilight herself lay next to him, reading a heavy astronomy book. The library was dark, the only light coming from the glow of Twilight's horn. Spike couldn't help but be reminded of how he and Twilight used to live many years ago- when they had been younger, they slept in the same bed. Their favorite thing to do before going to sleep was to read- they'd lay in bed, side-by-side with a novel floating over them. Spike would read the boys' lines, Twilight the girls', and they'd alternate back and forth for everything else. Spike would always fall asleep before long as Twilight read- it had taken the two of them months to finish <em>Harry Trotter and the Philosopher's Stone<em> because of it. As the years passed though, Twilight and Spike grew bigger, and couldn't share the bed anymore. When they would reminisce about those days, she always told him how he cried when she said he had to sleep in the basket from then on.

As though reading his mind, Twilight asked, "It's just like old times, isn't it?"

Spike was taken aback for a moment, but he then replied. "Yeah."

"You remember what we used to do, right?"

"Of course."

"Do you… want to do it right now?"

"… I would like that."

Twilight closed her book and set it on her nightstand. She then climbed out of bed and walked to a nearby stack of books. "Spike," she began, "did you ever manage to finish the _Harry Trotter_ books?"

He shook his head. "No, I never got to."

"How many of them did you finish?"

"Uh… I think I got about halfway through the fifth book."

"Alright." She returned a few moments later, with a large blue book in her mouth- on the spine was written _Harry Trotter and the Order of the Phoenix_. She climbed back into bed with him, asking, "Can you remember where you off, or should we start from the beginning?"

"Uh, can we start from the beginning, Twilight?"

"Of course, Spike." So, she opened the book on its first page, and began to read. It came back to them in a flash- after she finished her line, Spike began to read. They read for a good long while- eventually, she finished her turn. When Spike didn't start up right away, she said, "Spike? It's your turn." He didn't reply- she looked over to see that he had rolled onto his side, fast asleep. Twilight couldn't help but smile- it really was just like old times. If she did one last thing, it would have been a mirror image of how things had been all those years ago. She leaned over and kissed his forehead, whispering "Goodnight, Spike." With that, she set the book down, rolled onto her side, and fell asleep as well.

* * *

><p>Several nights passed. Spike's grumblings subsided, and his and Twilight's nightly reading sessions integrated seamlessly into their daily routine. They would climb into bed, read for a while, Spike would fall asleep, and Twilight would kiss his forehead and wish him a good night before drifting off to sleep as well.<p>

Twilight had said to Spike that this was only for his own good. However, she would have been lying if she said she hadn't missed this. She could tell Spike did as well, even if he wasn't willing to admit it. She thought that maybe after winter was over, she would ask him if he wanted to keep this new, not unwelcome addition to their routine.

Spike had once again fallen asleep while she had read. She kissed his forehead and wished him goodnight, before snuggling up to him and falling asleep as well. However, on this night, something different happened. Twilight was awoken by a very unusual sensation. At first, she thought little of it, simply believing it was Spike shifting in his sleep. But then, she felt his legs clamp down on her back. Now, she was confused- was he having a dream about riding her? All that confusion dissipated when she felt him grind his hips against her spine. She blushed- oh goodness, he was… he was… _humping her!_

Twilight wasn't sure if she wanted to laugh or cry.

She had read extensively on the biology, life cycle, and behavior of dragons after first hatching Spike, to the point where she could quote several books on the subjects almost verbatim. One of the books had said that dragons started puberty fairly early. Signs of that were apparent- Twilight was well aware of Spike's fixation of Rarity, knew about the numerous pictures of her he kept under the cushion in his basket, and had read more than a few naughty entries in his diary (she swore that it fell open on that page when she was gathering Spike's sheets for the laundry). Sometimes, when she woke up in the mornings before him, she would even see his small erection unashamedly standing tall as he slept. She certainly wouldn't judge him for any of that- she had her own share of diary entries, dreams, and daydreams that she wasn't exactly keen on sharing with others. She understood perfectly.

Her understanding did nothing to dampen her shock when she heard her own name leave Spike's mouth.

She lay still for a few moments, paralyzed with indecision as Spike continued to violate her back. Should she wake him up and embarrass him, or simply ignore it and let him… _have his way_ with her? No, she had to stop him. If she was lucky, maybe he wouldn't even realize what had happened. She reached back her hoof and gently began to shake Spike. "Spike… _Spike_… wake up…"

Spike woke with a start. He looked up at her, down at himself, then back up at her. Before she could stop him, he suddenly scrambled to the edge of the bed. "I… I-I'm sorry!" he stammered.

"Spike? Twilight asked, inching closer to him. "Is everything alright?" He didn't reply. "Spike, what happened?" She was already fairly certain she knew the answer.

"I… don't want to talk about it."

"Are you sure? I won't get upset."

"No! Just- …forget about it."

"Alright, if you insist."

* * *

><p>Twilight simply couldn't get the events of last night out of her head. Spike was growing up- she had been preparing for this for a long time. She wouldn't judge him because of his hormones any more than he would have if their situations had been reversed. But she was the last pony she expected Spike to have… <em>those<em> kinds of dreams about. She couldn't imagine what had been going through his head, partly because she _really_ didn't want to, but also because she didn't think he thought of her that way. But if he did think of her like that, then that could-

"…Twilight, _Twilight!_ Is something wrong?" Spike asked, worried.

Feeling a little embarrassed, she shook her head and said, "No, nothing's wrong. Now, what were you saying?"

"I asked you what supplies you needed from the writing store."

"Oh, that's right! Um, let me think…" In truth, Twilight didn't _need_ anything- all she wanted was Spike out of the house, if only for a few minutes. "Right, I need a few new bottles of ink, a box of quills, and blank scrolls. Lots of them. Can you remember all that?"

"No problem." Spike hurriedly put on his winter clothes. "I'll be back as soon as I can." And with that, he stepped outside, pushing the door shut behind him.

Twilight was finally alone. Almost as soon as the door closed, she rushed up to the bedroom, lifted up the blankets of Spike's bed, and slowly lifted his journal out. She simply stared at the cover for several moments, unsure if she should really do this. This was invading Spike's privacy- if he ever found out what she had done, there was no telling what he might do. She might even lose him. "_Forever!_" Pinkie Pie's voice added on in her mind. But she _had_ to know. She just had to. And with that, she opened the diary, and began to read.

Unsurprisingly, she opened up to an entry talking about Rarity. She briefly skimmed through it before turning the page to another entry. Another entry on Rarity- she skimmed through, noting that Spike was rather… _imaginative_. She flipped to another entry. To her surprise, this one wasn't about Rarity- rather, it was about Fluttershy. She flipped through entry after entry. There seemed to be several for every mare in Ponyville: Applejack, Rainbow Dash, Pinkie Pie, Mrs. Cake, the spa twins, Vinyl Scratch, the Mayor, Colgate, Ditzy Doo, Lyra, Bon Bon, the Cutie Mark Crusaders… but there was not a single entry about her.

Disappointed, she closed the diary and put it back on his bed. She was just about to pull the blanket over it when she spotted something- a small notebook, wedged between the cushion and the side of the basket. With care, she lifted it up with magic- the cover was well-worn and the pages were yellowed with age. It was clear that this notebook was much older than the first. She opened it- to her shock, she opened to an entry talking about her. She flipped to another one. And another. And another. But no matter what page she flipped to, what entry she read, it would always talk about her.

She could hardly believe what she was seeing. It was a journal, dedicated to her… and her alone.

She flipped to a random entry in the journal. She was surprised- if Spike had been imaginative in the previous journal, he was going all out in this one. And she was surprised to see just how romantic he was at heart. But looking more closely, Twilight could see that the journal wasn't entirely about her; intermixed with various romantic and… _sexual_ scenarios were entries that left his feelings bare: Anger at himself for being unable to express his attraction to her, fear that she would reject his affections or worse become upset because of them, embarrassment from being attracted to pony rather than a dragon…

Twilight had to sit down- she had no idea that Spike had such a strong maelstrom of emotion swirling around inside of him. How long had he been holding these feelings inside of him? She flipped to the beginning- judging from the childlike, almost illegible scrawling she found there, it may have been for as long as they had known each other. As she read, trembling, she eventually came across what appeared to be a letter, addressed directly to her. She read:

_Dear Twilight,_

_If you're reading this, then you probably already know about how I feel about you. I really, really wanted to tell you some of this, but I've just been too scared. I thought maybe you'd be angry with me. I even thought you might throw me out if I ever told you how I feel about you. I know it's not natural for me to have feelings about you the way I do, but I just can't help it. You must think I'm some kind of sick freak and that I need help. But I can't help it. If you could see yourself the way I see you, maybe you'd understand. If you could see just how strong and smart and beautiful and amazing you really are, maybe you'd understand._

_I love you. I love you so much that it hurts. And I wish that just once, I could tell you that. But I'm too afraid. And I know it's selfish of me to want more than what I have now. I'm sorry. You must think-_

She couldn't go on. She shut the journal, tears flowing freely down her face. "No Spike…" she began, as though her words would somehow change what had been written. "I'd… I'd never be angry with you. Not over this." How could she not have seen this sooner? There must have been signs, signs that she somehow overlooked, however much she didn't want to admit it.

Suddenly, the door creaked downstairs. "Twilight, I'm back!" she heard Spike call. "Twilight? Twilight, where'd you go?"

Twilight quickly stuffed the journal back into its original position. "I… I'm up here Spike!" She quickly wiped her tears away and climbed down to the first floor. As she walked over to him, he asked, "What were you doing up there, Twilight?"

"I was… taking my telescope inside! I don't want the snow to ruin it."

He bought it. "Okay. Anyway, I got the supplies you wanted." He handed a large bag to Twilight.

"Thanks Spike." She set the supplies down on a nearby table. "Spike, could you come here? There's something I need to tell you."

Spike swallowed hard, and followed her. "Okay, what is it?"

As soon as he came close, Twilight lifted herself up and wrapped her forelegs around him in a tight hug. "Spike… I love you."

He blushed slightly. "Uh, what's this all about?"

"I just wanted to let you know. I know I don't tell you very often- well, actually, I hardly ever tell you anymore… but I just wanted to say that I love you."

"Uh… thanks." _Come on_, he thought to himself. _Just say it. It's only four words: I love you too. You can do it_. But in spite of how badly he wanted to, Spike just couldn't bring himself to say those four small words. She held him for several long moments; eventually though, he said, "…Twilight? I think we should get started on your studies."

"R-Right. Sorry." She let go of him. She then made her way to her research material and began flipping through a large book. "What chapter were we on again?"

"I think it was Chapter 14: The Life Cycle of Stars."

"Thank you, Spike."

"Anytime."

* * *

><p>Night had come again. Spike was fast asleep. Twilight was not. She sat up in her bed, trying her hardest to build up the resolve she needed for what she was about to do. She loved Spike dearly, but it hadn't been in a romantic sense. It wasn't because he was a dragon, or even because he was a <em>baby <em>dragon- more than anything else, it was because she saw him as her little brother. But despite her own aversions, it was clear that Spike didn't feel the same way about her- and from what she had read in his journal, he'd been harboring those feelings for her long before he really understood them. Twilight shook her head- she had to do this. Though his journal had given her an idea, she couldn't possibly imagine the loneliness Spike must have felt for all those years.

She promised that Spike would never feel that way again.

Spike was sprawled on her mattress snoring- she couldn't help but notice how cute he looked as he slept. It made things that much easier. She took a deep breath- it was now, or never. Slowly, she leaned herself down and kissed Spike… on the lips. She pulled away after a moment, and her heart melted as the corners of Spike's mouth turned up in a smile. Before she could stop herself, she bent down again, pulling Spike into a much deeper kiss. Her tongue probed around his small mouth; it had a rather sharp mineral aftertaste, but right now she didn't mind it in the least. Twilight had a long list of things she wanted to do in her life- kissing a dragon hadn't been one of them, but if she'd known it would have been like this, she would have added it on sooner.

Meanwhile, Spike was having a most wonderful dream- Twilight had swept him off his feet and was kissing him. He had plenty of dreams like this, but this one was so much better! It felt so _real_, he could hardly believe it. But suddenly, his eyes opened. He breathed a disappointed sigh now that the dream was over but… but the sensation remained. He blinked, confused- the darkness above him faded, revealing he was face to face with… Twilight. Wait a minute… Twilight was kissing him! Now he was confused. He tried to pull back, but she was firmly pressed down on him- he brought up his hands, trying in vain to push Twilight away.

Twilight was suddenly brought out of her musings by several muffled cries and something pushing against her muzzle. She opened her eyes- Spike's eyes were wide open, staring directly into hers, as he flailed and struggled to push Twilight away. She hadn't planned on waking him up, but if she played her cards right, then maybe… just maybe, things would turn out okay. She closed her eyes, and deepened her kiss. His struggling slowed before ultimately coming to a stop, and his panicked cries became low, almost pitiful moans of pleasure.

Twilight finally broke the kiss, leaving Spike gasping for breath. As he tried to make his heart settle down, he rested his arm over his eyes and said out loud, "This has to be a dream."

"Would you feel better if I said it wasn't?" she asked, her voice dropping into what she hoped was a seductive tone.

He locked eyes with her again; when he did, Twilight wondered why she'd never noticed just how cute he was until now. "What? But Twilight, I thought-"

She silenced him by resting a hoof over his mouth. "Shhhh. Just relax, Spike." She stroked her face with her hoof- he was just so cute that she couldn't stop herself… not that she really wanted to. "This is all about you. If there's anything you want from me? Well, your wish is my command."

"Anything?" Spike's eyes grew wide again, and it took all of Twilight's willpower to keep from taking him right then and there. "Well, if it's okay with you, could we… well… can you… um, kiss me again?"

Twilight smiled. "If that's what you'd like." She bent down and kissed Spike again. He kissed back, his small tongue dancing awkwardly around her much larger one. He felt like the luckiest dragon in the whole world and nothing could change that, even if this turned out to only be a dream. Here he was, with the pony he'd wanted for so long, kissing him! It wasn't as good as he had imagined it- it was better. It was more than he ever could have asked for. But before long, he could feel his eyelids begin to droop; he would fall asleep any minute now. He pulled away.

Twilight couldn't help but feel a bit disappointed. "Is there something wrong Spike?"

"No, everything's fine. It's just… can we hold off until tomorrow?"

"Of course."

"And, uh… could we… _cuddle_?"

She wrapped her forelegs around him and pulled him close. "Anything you want, Spike." He snuggled against her, perfectly content, before falling asleep almost immediately. Twilight joined him not long after.


	2. Sparks

**Chapter II: Sparks**

As always, Spike awoke first. Ever so slowly, he disentangled himself from Twilight's forelegs, only to cry out in surprise when they suddenly wrapped around him again. "Going somewhere?" Twilight asked. "Don't you want to stay a little longer?"

"I have to start breakfast, Twilight," Spike replied.

As though on cue, a very loud growl emanated from Twilight's stomach. She blushed slightly. "Maybe breakfast wouldn't be such a bad idea." She hopped out of bed, scooped up Spike and dropped him on her back, and carried him down to the kitchen. She waited patiently as Spike cooked for the two of them.

Twilight's food was gone almost as soon as Spike set down her plate in front of her. She then sat quietly across from Spike and stared at him, resting her head on her hoof. Every few moments, he would glance at her nervously- when their eyes met, she would smile, and he would look elsewhere. Every time their eyes met, she wondered more and more how she'd never noticed how handsome the little dragon had become.

Across the table, Spike's heart beat frantically in his chest. Every few seconds, he would steal a glance at Twilight- she flashed him a seductive smile every time their eyes met, and he would quickly look elsewhere. He wondered for a moment if Twilight had fallen ill- she was acting much differently than her more reserved, bookish self.

Spike finally finished his food. "Well, I have to go- you know that Rarity needs my help today." He hurried to get himself dressed, and opened the front door, only to be immediately buried under a large pile of snow. Spike quickly dug himself out, and saw that the door was completely blocked by a massive wall of it. "It looks like we're snowed in, Spike," Twilight said. Using her magic, she pushed the snow back outside and closed the door.

"W-Wait, Twilight what are you doing?" Spike tried to pull the door open again- Twilight's magic held it shut.

"Spike, are you really going to dig through all that snow by yourself?" He was just about to say something, but stopped himself. Twilight was right, as usual- as important as helping Rarity was, there was no chance that he would be able to dig his way through the snow to the Carousel Boutique by himself. He got undressed and looked back at her. "What are we supposed to do then?"

When their eyes met again, she almost threw herself at him- she resisted the urge, just barely. "Well, you could help me with my studies," she began. "Or maybe, you'd rather do something… _else_. Hmm?" She winked seductively at him.

He couldn't contain himself any longer- something was definitely wrong. "Twilight, what's gotten into you? Why are you acting so… _weird_?"

"Spike… I read your diary." She decided to come clean. Spike was smart- he would've figured it out eventually.

Spike stared at her in shock, before his face reddened in anger. "You… you… _how could you! How could you invade my privacy like that! I-I-I can't even look at you right now! You…_ you…" He suddenly dropped to his knees, clasping his hands in front of him. "Oh please, you can't tell Rarity about what you read! I'll do anything! _Anything!_"

"I was talking about your _other_ diary."

Spike's face reddened again, this time from embarrassment. He squeezed his eyes shut and flinched, expecting a long-winded lecture about how his feelings for her were wrong and that he should just forget about them… or worse, that she would shout at him and throw him out because he was a sick, depraved little dragon.

Neither ever came. Spike nervously opened one of his eyes; Twilight was now standing directly in front of him. The warm smile she gave him made his heart flutter in his chest. "What's the matter?" she asked.

"I… I thought you'd be upset with me."

"Spike… I'd never be angry with you about something like this."

"R…Really?"

She pulled him into a tight hug. "Of course not."

Spike was too stunned to say anything. After a few moments, Twilight continued, "Spike, I had no idea just how… lonely you must have felt for all these years. But, I promise you that from now on, you'll never have to feel that way ever again."

"I won't?"

"I'm always here for you, Spike. If you ever need anything, anything at all… all you need to do is ask me."

It took a few moments for him to ask, "Twilight, could you… help me get rid of my loneliness?"

"Of course I can. And I have just the way to do it."

"W…What did you have in mind?"

Twilight released him from her hug and began to circle around him, not unlike the way a shark might circle its prey. "Well, there's you, me, a nice warm bed upstairs…" She playfully flicked him with her tail, and began to walk towards the ladder to the bedroom. "I think you can figure out the rest."

"Are you sure Twilight? I mean, if you're-" He was immediately silenced when she saw her wiggle her flank at him. She climbed up the ladder to the bedroom- seemingly of their own volition, his feet began to carry him toward the ladder after her.

As soon as he had come to the top of the ladder, Twilight suddenly grabbed him and tossed him onto the bed- she raced over to him, pinning him down beneath her body, and peppered his face with kisses. He laughed and pretended to push her away- he didn't really want her to stop… and it wasn't like he had anywhere to run to even if he did. "Hahaha, Twilight stop!" he laughed. "It tickles!" All of a sudden, to his disappointment, she actually did stop- when Spike managed to compose himself, he looked up into her eyes. A heavy silence settled over the library, disturbed only by the wind blowing outside. Neither Spike nor Twilight said anything, simply gazing deep into each other's eyes.

"Twilight…" Spike began nervously, "…you know, you don't have to do this."

"I know I don't _have_ to. But I _want_ to." She kissed him again, this time on the lips. He kissed back, putting his small hands on her muzzle. She pulled away, to his chagrin, and began to leave a trail of kisses down his front- it didn't take long for Spike to figure out Twilight's destination. She stopped just before she touched his erect member.

It was… _different_ from a pony's- granted, she'd never actually seen one for herself, but through her studies she learned what the average one was supposed to look like. It was pointed, and small, but only because Spike himself was small. She stared at it in fascination, watching every twitch and subtle movement it made. Spike couldn't help but blush as he watched Twilight- she was staring at his dick so intently… She looked up at him, and flashed him a devious smile, before placing a light, almost imperceptible kiss on the tip.

Spike's hips bucked upward almost immediately. Twilight pulled back, another devious smile breaking across her face- it was exactly the reaction she'd hoped for. She kissed it again, before slowly taking it into her mouth. It was easy for her to fit the entire thing inside- Spike's short legs immediately wrapped around her neck as she sucked it and teased it with her tongue. It was surprisingly warm, in spite of Spike's cold blood. The taste was _odd_, but not in an unpleasant way.

Spike couldn't believe what was happening to him. He'd always fantasized about being… "serviced," but he never would've imagined, not in a million years, that it would've felt anywhere _this_ good. He wanted to do something, _anything_, other than just lay there passively, but the overload of pleasure coursing through his body made it difficult to think about anything. He could feel pressure building up inside of him, much more rapidly than when he simply masturbated. The pressure escalated as the minutes passed… or was it only seconds? Spike wasn't sure- the cloud hanging over his mind distorted his sense of time. Regardless, the pressure mounted more and more, and Spike's breaths became heavy and erratic.

This was not lost on Twilight, and she pulled away, worried. "Spike, are you alright?" she asked. "I'm not hurting you, am I?"

It took a few moments for the hazy pleasure clouding Spike's mind to dissipate. "No, I… I'm fine. It's just… good. Really good." She took him into her mouth again- he rubbed her ears as she serviced him, wishing he could do more for her. The pressure that ebbed away rapidly returned- Spike knew that he wouldn't last much longer. "T…Twilight?" he said, forcing his way through the cloud of pleasure. "I'm gonna… cum soon…"

She glanced up at him for a moment- then, she began to bob her mouth up and down his cock. Spike involuntarily cried out- if what Twilight had been doing before was good, what she was doing now was absolutely _fantastic_, and the library rang with his moans and cries. The little dragon never stood a chance- after only a few moments, he came in Twilight's mouth. She hadn't prepared, and nearly gagged as the strange substance filled her mouth. However, she kept her lips firmly wrapped around his member, not letting even a single drop escape. In spite of its bitter taste, she swallowed all of it.

She released his shrinking cock and wiped away a small trickle of Spike's seed from the corner of her mouth. "Spike? I'm gonna go wash my mouth out, okay?" He didn't reply; he simply stared up at the ceiling, breathing faintly, his eyes glossed over. She hurried to the bathroom and rinsed her mouth out in the sink. Spike was still in his stupor when she returned. She reassumed her position on top and kissed him; slowly, he came to, placing his hands on her muzzle again and kissing back. He pulled away and whispered, "Twilight… that was amazing…"

She smiled at him. "Thanks."

"Can I… do it for you, too?"

"Of course you can." She held Spike against her chest as she rolled onto her back. He climbed down her body until his face was at the same level as her haunches. It wasn't the first time he'd seen a mare's… private area; he'd had a few glimpses before, both from the mares around Ponyville and from living with Twilight for so long. But it _was_ the first time he'd ever seen one from this close. He scratched his head, unsure where to start- everything just looked so… complicated.

She looked down at him. "Is everything alright Spike?"

"Yeah, it's just…" He blushed. "I don't know what to do." It was true- he'd written down all sorts of things that he wanted to do in his journal, but now that he had an actual mare lying in front of him, he couldn't remember a single thing. "Is there any particular way you want me to do this?"

"Anything you want to do is fine. Just… don't be too rough. And, mind your claws, okay?"

Spike nodded, and began to reach for Twilight's slit. He paused for a moment just as he was about to touch it, then, he gently began to rub around the edges. Twilight nearly kicked him by accident- the sensation was much different from when she used her hoof. Much… _better_. She moaned, despite her best efforts to contain it; Spike pressed on, encouraged by her reaction. She was amazed by how soft his claws were, and how _good_ she felt at that moment- she'd… touched herself before, but it had never been quite like this. He put a finger inside, and marveled as he felt the inside of her… _pussy _clench rhythmically against it. Spike couldn't help but be amazed- as much as he fantasized about it, he never thought that Twilight would be so warm inside. Or so wet- his fingers glistened in the faint light as he pulled away.

"Why'd you stop?" Twilight asked, sitting up to look at him. Their eyes met again- this time, Spike was the one who gave a devious smile. Slowly, he brought out his tongue and gave it an experimental lick.

She clopped a hoof over her mouth to keep from screaming. His tongue felt a thousand times better than her hoof, and even better than his fingers had. Spike pulled back and looked up at her, concerned; Twilight merely gave him an encouraging smile in reply. Taking the hint, he lowered his head and went back to work. Twilight bit down on her hoof to keep her moans quiet. She wasn't sure why she did- the wind outside had picked up considerably, drowning out any sounds that might have come from the library. He buried his face firmly between her legs, licking the edges of her love, probing his tongue inside from time to time.

He liked the way she tasted.

Twilight could feel a pressure building from deep inside her hips. It built slowly… too slow to her liking. But she knew how to change that. "Um, Spike?" Twilight asked, her face flushed. "Could you… lick near the top?"

"You mean right here?" He licked the area she had indicated, his tongue meeting a hard bump.

Her leg suddenly kicked out. "Oh goodness, yes!" she cried out, no longer even trying to keep quiet. "Right there!" Spike continued to lick, Twilight's legs twitching and kicking uncontrollably as he did- Spike was rather glad he was out of their range. The pressure escalated rapidly- she was so close now. Twilight urged Spike on with disjointed pleas and praises; he complied with gusto. She rested her hooves on the back of Spike's head, keeping him from pulling back… not that he wanted to. All of a sudden, Twilight seized up- her back arched, driving her pussy into Spike's face, and her thighs wrapped around his head, squeezing it painfully. She tried to let out the scream she wanted so desperately to scream… but all that would come out of her mouth was an odd stutter.

Gradually, she slumped back, her body quivering uncontrollably. Spike climbed up her body until they were face-to-face again; he leaned down to kiss her, but to his surprise, she turned her head away. "Eew, Spike! Go wash your mouth out first!"

"What? Oh, right!" He dashed off to the bathroom- there was the sound of running water for a few seconds, then Spike sprinted back toward the bed as fast as his tiny legs could carry him. Twilight couldn't help but laugh when he stumbled, and almost fell on his face on the way back. As he climbed back on the bed, she asked, "Well, aren't we eager?"

He merely blushed in reply. For a long while, the two only looked at each other in silence- their bout of experimentation was about to reach its natural conclusion. Then, Spike asked, "Uh, Twilight? You're… okay with this, right?"

She lay on her back, exposing herself to him. "We've come this far, haven't we?"

He swallowed at the sight. "Alright… I'm going to put it in now…"

"G…Go ahead." Being a student under Princess Celestia hadn't exactly been kind to Twilight's social life, with her dating life in particular- it went without saying that she was a virgin. But she'd read about such things (under the cover of darkness, of course- who knew what sort of things ponies might say about her if they found out?), heard about them from others. They'd always said that the first time was painful- how painful it was varied, but there was pain all the same. So as Twilight laid on her back, she closed her eyes, took a deep breath, and braced herself against the pain.

It never came. Several seconds passed, but nothing seemed to happen. She sat up and looked down at him. "Is… is it in?"

Tears began to well up in Spike's eyes- it took a moment for Twilight to realize just how insensitive her question had been. "Oh no, Spike! I-I didn't mean it like _that_! I… I always heard that the first time was supposed to hurt." She could see now that Spike seated himself deep inside her- she'd been so focused on the potential pain that she hadn't felt him enter. "Just… well…"

Spike took the hint, and started to thrust his hips, slowly. She stroked his body with her hooves- they couldn't kiss, as her body was much longer than his. It was… well, strange. It wasn't _bad_ by any means, just… strange. Maybe it was because it was her first time, but as Spike thrust his small dick into her, she just couldn't figure out why sex was such a big deal to some ponies.

Meanwhile, Spike was in absolute heaven. He was living his dream- he was finally, _finally, _making love to Twilight. The pressure began to rapidly build up again; he wanted nothing more than to slam into her as fast and as hard as he could, but he fought that urge with all the strength he could muster. He wanted this to last as long as possible; but more importantly, he wanted to make Twilight feel as good as he did.

"Twilight… how're you… feeling?" Spike asked, huffing.

"Uh, alright, I guess," Twilight replied.

"It… doesn't… feel good?"

She couldn't lie. "Not really."

Spike stopped his thrusts and caught his breath. "Am I… doing something wrong?"

"I don't think so- it seems right based on what I've read."

"Maybe I'm just too small." He sighed. "I'm sorry Twilight. We should stop- I don't want to do this if you're not having any fun."

"But I _am_ having fun." She leaned forward and rested a hoof on his shoulder. "Spike… all I want is for you to be happy. This is supposed to be all about you, remember? I-"

"But I don't want it to be just about me! I want both of us to have fun! I'm not doing this by myself you know!"

Now Twilight felt a little guilty. After all, she had said his wish was her command- if he wanted to spend his time pleasing her, then he could go right ahead and do it. "Well that's very gentlemanly of you, Spike. And I think I have a solution. Do you remember that little… bump you found earlier?"

"That one that made you feel really good? Yeah I remember." Before she could reply, he then said, "I think I know what you're getting at." He began to thrust his hips, searching around for that bump; Twilight's hips bucked up once his fingers touched it, nearly throwing him off the bed. He regained his balance, and continued his work. Now, Twilight was beginning to understand why ponies made such a big deal about it. It was… well, _good_. _Very good_. Better than she had ever imagined. N-Not that she ever put much thought into it, of course. Her back legs twitched as she rubbed the young dragon with her hooves- he paid no mind to this, completely focused on his thrusts and teasing her clit.

The whole library rang with moans, cries, and other sounds of their lovemaking. The pressure built up rapidly for both- Spike pumped faster and faster as Twilight gave him disjointed praises and urgings. "T…Twilight…" he huffed, fighting through the cloud hanging in his mind, "…do you want me to… cum inside… or outside?"

"You can do it- _oh_… inside." There was no worry of pregnancy- without magical assistance, dragons and ponies were completely and utterly incompatible. Her leg kicked out as a jolt of pleasure shot up her spine. "Ohh… _Spike_… just a little more… I'm almost… _almost_…" She never finished- a great gate seemed to have been thrown open inside her, and Twilight was swept away under a tidal wave of pleasure. She cried out, bucking her hips up as pure ecstasy coursed through her entire body. At the same time, Twilight clamped tightly around Spike's member, and he exploded as well- his body seized, and his mind went utterly blank.

Several moments passed before the two finally relaxed. Spike slumped down on top of Twilight- she massaged his small body with her hooves, the two of them breathing heavily. Spike was exhausted, but he'd never been happier. He snuggled against her body, basking in her warmth- how had he never noticed how _soft_ she was? She was much cuddlier than his blanket, and he was so very tired- he could just… fall asleep… right… here…

"Spike? Spike…" Twilight shook him.

He pushed himself up. "…What is it?"

"Well… I think we should go wash up." Twilight did have a point- the two of them were covered in each other's sticky juices, filling the small room with a very pungent smell. "Uh, yeah, we should take a shower. You wanna go first?"

She pouted. "What, you don't want to go with me?"

"Uh…" But before he could offer any more protests, Twilight scooped him up and trotted off to the bathroom.

She dropped him in the tub and turned on the water before joining him. It was cramped even when Twilight showered by herself, and with the two of them it was miserable; Spike was pressed flush against the tiled wall by Twilight's body. But regardless, the hot water washed the juices from them. In spite of his best efforts, Spike began to relax- the warm water and Twilight's soft coat were just… so… soothing…

"So, Spike…" Twilight began. "I… I had a lot of fun. What about you?" He didn't reply. "Spike, I asked you a question." Still no reply; she reached up and tapped his shoulder. "Spike?"

Spike was fast asleep. She shook him and called his name, but he didn't stir. She didn't blame him- the little guy must have been absolutely exhausted. She was too- as fun as it had been, no one had ever mentioned just how exhausting sex really was. Twilight turned off the water, dried off both herself and the sleeping dragon, and carried him to her bed. She pulled back the sheets and tucked him in, smiling.

Twilight had never put much thought into how she'd lose her virginity, but now that it had actually happened, she was glad it had been with Spike. But what should she do now? She could resume her studies, but as she saw how peaceful Spike looked, a part of her wanted to stay with him. Much to her own surprise, she decided… her studies could wait. And a little nap sounded absolutely wonderful right about now.

With that, she climbed into bed as well, snuggled close to Spike, and drifted off to sleep.


	3. Fanning the Flames

**Chapter III: Fanning the Flames**

Twilight rarely woke up before Spike, but today was an exception. She sat up in her bed, holding Spike's diary in front of her- the depth of his imagination was truly staggering. The day before, the two had refrained from any further intimacy after their bout of lovemaking (as much as they didn't want to) so Twilight could catch up on her lagging studies. Determined to make it up to him, she searched through his diary for any sort of fantasy she could act out for him. After scanning a few pages, she struck gold- it was sweet, slow, she was certain both of them would enjoy it. So with care, she stuck Spike's journal back into his basket and waited for the baby dragon to awaken.

Spike began to stir a few moments later. As he yawned and stretched, Twilight said to him, "Good morning, Spike."

"Oh, hey Twilight. You're up early. Were you trying to sneak in some early-morning studying without me?"

"No, it wasn't anything like that. I just wanted to see what the next few sections would be about," she lied.

"Okay." He hopped out of bed, and as always, resisted the urge to jump back in when his feet touched the cold floor. "I'm gonna get breakfast started."

"Hold on just a second, Spike. There's something I need to ask you."

"Sure, what is it?"

"Spike, would you like to… brush me?"

Twilight swore that she could see a twinkle in his eye. "Oh, would I ever!"

She smiled at his enthusiasm. "Alright. Just hold on for a second while I get things ready for you." A minute or so later, Twilight laid down on the freshly-made bed, tucking her legs beneath her; Spike sat across from her, a wide assortment of brushes at his side. His face burned as he did his best to make the fluttering in his chest go away; he'd wanted to brush Twilight for almost as long as he could remember. But how did she know he wanted to do this? He never told her, either yesterday or any other time before that. She must have… but, she wouldn't do that again, would she? Well, there was no other explanation. Eh, he'd chew Twilight out for secretly reading his diary again later.

He suddenly realized Twilight was staring at him. "Oh! Um… comfy?" Spike asked nervously.

She nodded. "Start anywhere you'd like."

Spike merely nodded in reply, his face bright red. Cautiously, he picked up a brush, and slowly began to brush her mane. She shivered- ordinarily, she used magic to brush herself. She never thought having somepony else brush her would feel so… pleasant. She smiled at him, letting him know she was perfectly comfortable; in response, his brushstrokes became faster and more firm, taking care to avoid her horn. She let out a content sigh as Spike finished brushing her mane. He switched brushes and began working on her coat- his brushstrokes were firm and vigorous, like a massage. She let out an involuntary groan as she felt the tension in her neck and shoulders melt away under Spike's capable claws. As he began to brush her back, the deepest feelings of relaxation Twilight had ever had washed over her, and she fought to stay awake.

However, as he brushed around her hips, Twilight was snapped back into full alertness when Spike asked, "Twilight, can I tell you something?"

She looked back at him. "Sure. What is it?"

"…You're really pretty."

She blushed and looked away. "No I'm not…"

"Of course you are! You're the prettiest pony I've ever met. Could you roll over please?" She rolled onto her back, and he began brushing her neck- she had no choice but to look him in the eye. "You're just saying that…"

He moved down to her chest. "I am not! I'm telling you because it's true."

"…Do you think I'm prettier than Rarity?"

Spike stopped brushing up her foreleg for a moment, before switching to the other and replying, "Absolutely."

Twilight couldn't help but blush at this. "Am I… prettier than Princess Celestia?"

He finished brushing her belly, and made his way lower. "…Yes."

"Now I know you're lying." She was glad he couldn't see how red her face had become, and it wasn't because she was completely exposed to him.

"I am not! You know… you really need to learn how to take a compliment." He brushed around her love, without touching it. "Twilight… you really _are_ beautiful." She blushed again as he began working on her hind legs. "I just wish you could see that for yourself." After a minute or so, he finished brushing her thighs and calves. "Okay, we're almost done. Just have to get your tail."

Twilight rolled back onto her stomach- Spike switched brushes again and began to brush her tail. He brushed it for a good long while, ensuring each and every hair was perfectly straight; a part of him wanted nothing more than to sit on that bed and brush Twilight's tail forever. It took some effort, but eventually, he managed to make himself stop, and set the brush down. "There we go. All done."

"Thanks Spike." Twilight couldn't help but feel disappointed- she'd never been the subject of such lavish attention, and she would have been lying to herself if she said she hadn't enjoyed it immensely. "You know, you're really good at this; you should see if you could get a job down at the spa."

An idea suddenly popped into Spike's head- he asked excitedly, "Oh, can we give each other massages later?"

"Not today, Spike." When she saw his frown, she quickly added, "We'll want to take a whole day off for that."

Still, Spike sighed in disappointment. "Okay…" For several moments, the two simply at on Twilight's bed in silence, until Spike asked, "Twilight, can I ask you something?"

"Ask me anything."

She saw him blush. "Well, can I… um…" he said something else, but his voice faltered and became inaudible.

"Uh, what was that?"

"Can I… _suck on your horn?_" His voice faltered again, but this time she caught what he said.

She blinked. It certainly was an odd request- she could understand why Spike might be so reluctant to share it. "Um… sure, Spike."

He moved around to her front; Twilight lowered her head so he could reach her horn, but rather than setting to work right away, Spike asked, "You're… sure you're okay with this, right Twilight?"

"Of course, Spike."

"Okay, I-I just wanted to be sure." He brought his face up to Twilight's horn, and after a moment to collect himself, brought his mouth down around it. For a few moments he sucked on it forcefully, maybe a bit more forcefully than he should have, but if Twilight was uncomfortable, she didn't say it. As a matter of fact… she didn't say anything at all. He looked down- Twilight merely looked back up at him, a confused expression on her face. He began rubbing his tongue against its rough surface, but still, Twilight gave him no indication that his actions had any effect. Finally, he bobbed his mouth up and down her horn. He nearly gagged- how had Twilight been able to take his member so easily? But, just as with his last attempt, it was seemingly all for naught.

He stopped. "Is anything happening yet?" he asked, his words slurred by the horn in his mouth.

"Nothing yet," she replied. Twilight wasn't sure what Spike was trying to do- horns weren't exactly an erogenous zone… well okay, horns didn't even have nerves in them. But for some reason, she just didn't have the heart to tell him that. However, she did have the heart to stop him from getting her mane all slobbery. She concentrated, preparing to lift Spike off of her with her magic, completely unprepared for what was about to happen.

When Twilight had been in school in Canterlot, her teachers had always warned to never let anypony touch her horn, or touch it herself, while she was casting a spell. Twilight had just assumed it was to prevent spells from becoming unstable. She couldn't have been more wrong.

It felt as though pure, undiluted pleasure had been injected directly into her brain- she screamed and bucked forward, nearly goring the back of Spike's mouth with her horn. He pulled away, jut narrowly avoiding such a fate and stumbled back, gagging and choking- even if he avoided being stabbed, the horn had still scraped against the back of his mouth. "Oh my gosh Spike, are you okay!" Twilight asked, moving closer to him; the pleasure had dissipated as soon as Spike pulled away.

It took a few moments, but Spike recovered enough to reply, "I was about to ask you the same thing."

"I'm alright." There was silence for a few moments, and then Spike asked, "What happened? Did I… hurt you?"

Twilight could see the concern on his face. "No, it was just… _really_ good. I… I wanna try it again."

"Are you sure?"

"Of course. Just… don't use your mouth- I don't want you to get hurt."

"Okay." He approached her and took his horn in her hand. Twilight concentrated again- she didn't have any spell in mind, but her horn began to glow brightly with magical energy regardless. Spike looked on, confused, but she merely said, "I'm ready now." He nodded, and began to lightly stroke Twilight's horn with his hand.

Even this light touch was almost completely overwhelming for Twilight. She shrieked; Spike clapped his free hand over her mouth to silence her. "_Twilight, shh!_" She quickly composed herself again. "We need to keep quiet- you don't want someone busting in here, do you?"

"No, but…" Just then, a solution came to her. She concentrated; after a few moments, a ball gag appeared in the air in front of her, and she used her magic to put it on. Spike stared at her for several moments, incredulous, before saying, "…You can't be serious."

"_Mmmhmph hhhnng mmm dnnnn mmfhh nnng mmph,_" Twilight replied.

"Uh… could you repeat that?"

She spat the ball gag out. "I said, it's not like we have many other options. Now, could you put it back in for me?"

"Uh, yeah…" Spike put the gag back, and asked, "You're sure about this, right?"

"_Mm-hmm_." She nodded.

"You're sure you don't want to make a whip or some ropes too?"

"_Hnnngh!_" she said angrily, glaring at him.

He grabbed hold of her horn again. "Okay, I was just kidding Twilight. Now could you…" She nodded again, and her horn began to glow. After a moment, Spike began to stroke her horn again.

Even with the ball gag, Twilight's screams were still rather loud, and her leg began to thump furiously against the mattress as he stroked. Spike couldn't help but feel concerned; although she said it felt good, Twilight's screams sounded a lot like screams of pain. But after a few moments, her muffled screams devolved into deep moans, and her eyes rolled back so Spike could only see whites; the thumping of her leg also came to a gradual stop.

"Twilight, is everything alright?" Spike asked, continuing to stroke her horn. Twilight's only reply was a low, very satisfied-sounding moan. She'd never felt better in her entire life- as much as she didn't want to say it, their lovemaking hadn't felt anywhere near this good. The pleasure of Spike stroking her horn seemed to flow through her entire body; it was almost overwhelming, but she was able to hold on, just barely.

Spike remembered what had happened only a few minutes before, but still, he was undaunted. He would just have to take things slowly. He brought his face up to her horn again, his strokes gradually coming to a stop. Then, he ever so lightly began to circle his tongue around the tip. Twilight jerked- not a lot, but enough to let him know she was aware of what he was doing- she looked up at him, asking "_Mmm?_" Spike took no notice of her however, becoming lost in his own little world as he began to lick up and down the length of Twilight's horn. For some reason, it tasted… _sweet_. He never would've guessed that magic had a taste. Before he could stop himself, Spike took the horn in his mouth; Twilight let out a muffled cry and tried to pull back, but stayed put once he began to rub her ears.

Twilight closed her eyes and let out a content sigh. Now that she'd adjusted, having her horn sucked on felt absolutely wonderful- and having her ears rubbed wasn't too bad either. She groaned as his tongue wrapped around it, and nearly cried out when he began bobbing his mouth up and down its length, her leg thumping helplessly against the mattress again. But before long, Twilight felt something… strange. It felt like there was some kind of pressure building up in her head- it didn't hurt- quite the opposite, if fact- but it was strange nonetheless. It felt like… _like_… why was it so difficult for her to make a simple comparison? All of a sudden though, the pleasure became overwhelming again- her whole body tensed and she cried out. If Spike had noticed, he gave no obvious sign as he continued to suck her horn. She cried out again, louder, as the pressure began to mount. Twilight was legitimately frightened now- was her head going to explode? Would she shoot off some spell that would hurt Spike? She tried to pull back, but her body wouldn't obey. She could only lie there, making muffled cries as Spike sucked on her horn, the pressure growing stronger and stronger, until…

Twilight let out a loud cry. Suddenly, Spike felt something fill his mouth. It felt like the inside of his mouth was on fire and filled with ice at the same time. His tongue tingled, like live wires had been touched against it, and felt both as heavy as lead and as light as a feather. He felt something rush down his throat- he gagged and pulled back, revealing a strange cloud of green smoke around Twilight's horn that rapidly dissipated. After coughing up a few puffs of smoke, Spike asked, "Twilight, what was _that_? What just happened?"

Twilight didn't respond immediately. She was slumped against her bed, glassy-eyed, her breaths shallow. She was trying to wrap her head around what just happened. It was just like an orgasm… but inside her head. Was that even possible? It seemed ridiculous, but what else could it have been? She suddenly became aware that Spike was asking if she was alright; she righted herself and took the gag off. "I… I'm okay, Spike."

"What happened?"

"I-I don't know. It was like some kind of…" She struggled to find an appropriate word. "…_brain-gasm_!"

For several seconds, Spike only stared at her, wide-eyed. Then, he spluttered, and burst out laughing, falling onto his back. "Ahahahaha! Oh-oh, it hurts! Hahahaha!" Twilight watched as he literally rolled with laughter for several moments; it wasn't long before she joined him. It actually had been pretty funny. Eventually though, he composed himself, wiping a few tears from his eyes. "Oh, I… I'm sorry," he said. "That-That was just too funny."

At that moment, a terrible idea popped into Twilight's head. "Oh really?" A menacing smile broke across Twilight's face, one that made Spike shiver, and her horn began to glow. "Well, I know something that you're going to find… a lot _less_ funny." Suddenly, a pair of ropes appeared in the air; then, with blinding speed, they tied themselves around Spike's wrists, before tying themselves to the bedposts. Spike jumped from happy to terrified in a heartbeat. "Uh, Twilight, please tell me this is a joke."

"That's _Mistress_ to you." A riding crop appeared the air next to her. "Now get ready to scream."

"N-No Twilight, please!" he shouted. "I'm sorry I laughed! It was just really funny! I'll do anything you want, just please don't hurt me!"

"Spike, I was only kidding." The riding crop began to spin in circles. "You don't have to apologize, and I'd never really hit you… well, unless you wanted me to."

"_Don't_. Please don't."

She tossed the riding crop away. "As you wish. Now then…" She laid her body on top of his much smaller one. "Are you ready for your punishment?"

Spike nodded vigorously- he was starting to like this game. "Oh yes, Mistress. I've been a _bad_ boy."

She smirked and told him, "_I know you have,_" before pressing her lips against his.

* * *

><p>"Alright, now just stand right here, and try not to move around too much."<p>

"W-Wait, hold on Twilight, you haven't even told me why you're doing this."

"The spell only works on living things- I'd test it on a plant first, but, you know… it's the middle of winter. Besides, aren't you even a little bit curious about how you'll look when you're all grown up?" A few days had passed- two days before, as Twilight had been skimming through one of her spellbooks, she came across an age-changing spell, and decided that she had to try it. She'd spent the rest of that time learning the steps to prepare the spell and reading up on dragon biology, so she'd know what to expect. Mostly she wanted to see for herself what Spike would look like as an adult, but she would have been lying if she said she didn't have any… _ulterior motives_.

"Well yeah, but… you're a hundred percent sure this is safe, right Twilight?"

"Of course I am. Now, are you ready?"

Spike still had his misgivings, but if Twilight was certain he would be safe, then he would believe her. He nodded. "Yeah… fire away." Twilight's horn glowed as she concentrated, and a glowing white beam shot out of it. It completely engulfed Spike- she had to squint because of the light, but Twilight could see the baby dragon's silhouette grow larger and pointier, dwarfing his old self. After a few moments, the beam faded away, and she looked at Spike. He was bigger now- not as big as some other dragons, but he still absolutely towered over her now. His scales were darker, and his ridges and claws were longer and sharper than before. His neck had grown longer, and two long black horns had sprouted from the top of his head- Twilight couldn't help but shiver when she saw the long row of fangs in his mouth glisten in the light. Although short and stubby compared to the length of his body, she could see the taut muscle beneath the scales of his arms and legs. The room had become a fair bit warmer- Twilight didn't doubt even for a moment that Spike himself was the cause. Everything that she'd expected was there.

The spell was successful. Spike was now a fully grown dragon.

Spike looked down at himself. "Uh, Twilight? Did you… skip a step or something?" he asked in a much deeper voice. Sure, he was much bigger than he was before- if he had to compare to somepony, he thought he was maybe just a little bit smaller than Princess Celestia. But he was still absolutely puny in comparison to the dragon he had encountered after running away from home.

Twilight shook her head. "Sorry Spike, but based on all the research I did, that's as big as you're going to get. Naturally, at least."

"Aw… are you telling me that I don't even get any wings?" He craned his neck, looking at his wingless back.

"No. But if you really wanted to, you could give yourself some."

He looked back at her, confused. "What are you talking about?"

"Well, while I was doing research for this spell, I found out that your dragon breed is very skilled in magic."

He sat down on the floor. "Really? Do you think you could teach me some then?"

"I'm not sure. Dragon magic and unicorn magic might be totally different. I'll have to ask the Princess about it."

"Do you have any idea when I'd be able to start using magic?"

"The books I've read said your abilities would develop right around your age, so you might be able to use magic right now."

A wide smile broke across his face. "_Alright!_ I can't wait to try out-"

"We should wait until the Princess can answer our questions first- I don't want you to blow up the library by accident."

Twilight had a point. "Fair enough. Well, at least I know I'll be handsome in the future. Well, more handsome than I am now," he said, ignoring Twilight's snickers. "Uh, you can turn me back to normal, can't you?"

"Come on, Spike. Have I ever given you a reason to doubt me?"

There were in fact more than a few reasons, but Spike elected to keep those to himself. After looking down at himself one last time, he said, "Okay, you can change me back now."

"Are you sure? You don't want to 'test out' your new body first?"

Twilight's euphemism wasn't lost on Spike. "No thanks. I'm starting to feel really… heavy." Twilight nodded. Her horn began to glow, and as before, a beam of white light shot out of it, completely engulfing the dragon. He slowly began to shrink back down, and after a moment, the light faded. Spike looked down at himself again, quickly realizing that he wasn't quite back to normal. "Twilight, I don't remember ever being this tall." Indeed, his arms and legs, and even his body were longer and skinnier than he remembered.

Her only response was a devious smirk, before she threw herself at him. It was then, with Twilight lying on top of him, that he remembered something- just the other day, he said that he wished he was bigger, if only so that he could kiss Twilight when they made love. That wish had just been granted.

He blushed. "_Oh_… I think I like this spell…"

She gave him a quick kiss and another devious smirk. "No more talking."

* * *

><p>"Argh, this is impossible! How do you do anything without hands!" the young earth pony asked, frustrated. He was rather short, with a purple coat and a green mane; curiously, his cutie mark was the image of a dragon. He wobbled unsteadily as he wandered around the library.<p>

"How do _you_ do anything _with_ them! They keep… _touching_ everything!" a small dragon said back- she was rather short as well, with purple scales and a ridge of dark purple spines running down her back. Like the pony, she wobbled unsteadily as she walked- after a few moments of walking, she had to stop and sit down. "I never thought walking on two legs would be so hard. How do you do it so easily, Spike?"

"Well, I've been doing it for a while Twilight," Spike replied, sitting down as well. Twilight had come across a transformation potion the day before- Spike had agreed to try it before she'd even had a chance to finish asking him. Neither Spike nor Twilight wanted to take the potion before the other, so both ended up taking it at the same time. He brought up one of his new hooves and looked at it, trying to flex fingers that no longer existed. "Really though, how do you get anything done?"

"Well magic makes it easier," Twilight replied, touching the spot where her horn would have been if she were still a pony. For a long while, neither said anything, and simply stared at each other in silence. Then, Spike pushed Twilight onto her back and lay down on top of her, being careful to keep his weight off the small girl dragon. "Spike," she began, "we can't-"

"Twilight, I just want to be close to you." He paused for a moment. "…I wish we could do it. I just want to… make love to you right now."

"I do too. But it would never fit. You know that."

He sighed sadly. "Yeah." A small smile appeared on his face. "But that's okay. There're lots of other things we could do instead, you know." He kissed her, and she cradled his muzzle in her hands. But after a moment, sooner than Twilight would've liked, Spike pulled away.

"Oh… you're so _warm_…" Twilight whispered, resting her forehead against his, savoring the warmth of his body. "How do you keep your hands off me?"

"Years of practice," Spike replied, pressing his lips against hers again- she gripped his neck tightly as their kiss deepened. But suddenly, remembering something, Spike pulled himself from Twilight's grasp. "W-Wait, we have to stop," Spike said as he pulled away.

"What? Why?" Twilight asked, trying to pull Spike's face back down.

"I was supposed to go help Rarity today."

A horrified expression spread across Twilight's scaly face. "Oh no, what are we gonna do? We can't go out like this- the potion doesn't wear off for another two hours!"

"_You_ can't go out like this. I'll go tell Rarity I can't work today. You'll have to stay here- I think a new stallion in town would be a lot easier to explain than a new girl dragon."

Twilight got back on her feet. "What are you going to tell her?"

"I'll just say that you got sick, and that I had to stay here to take care of you. Well, not me as in how I am now, but me as… y-you get my point!" He grabbed Twilight's scarf off its hook; after failing several times to wrap it around his neck himself, Twilight approached and did it for him. "I'll be back as soon as I can. Go hide somewhere and don't come out until I get back." With that, Spike opened the front door and headed out into the snow.

Spike got some rather strange looks as he walked through Ponyville- obviously, nobody had expected a new pony to roll into town during the winter. He ignored them as best he could and made his way to the Carousel Boutique. When he arrived he knocked on the door, nearly falling over as he tried to balance on three legs. Inside, he could hear someone approaching the door. "You're rather late today Spike," Rarity's voice said as the door opened. "Did something happen this-" She stopped as soon as she saw the baby dragon wasn't standing at her door. "Oh I'm sorry, I thought you were somepony else."

"That's alright," Spike replied. "I came here to deliver a message. It's from Spike."

"Oh my. What is it?" Rarity didn't know why, but something felt very familiar about this pony.

"He wanted me to tell you that Twilight got sick, and that he had to stay to take care of her."

"Oh, the poor dear. I understand- you can go back and tell him-"

Spike suddenly belched; a small jet of fire emerged from his mouth, before a scroll appeared and dropped to the ground. He brought his hoof up to his mouth, blushing and absolutely mortified; Celestia had blown his cover without realizing it. Rarity stared wide-eyed at him for several moments before she stammered, "…_Spike?_ Is-Is that you?"

There was no point in trying to hide it anymore. He hung his head. "Uh… hi, Rarity."

"J-Just… come inside, please." She stepped aside to allow him into the boutique. Her eyes raked across him as he entered- she had to admit, Spike didn't look half-bad for a stallion. Almost as soon as it had come, she pushed the thought away. _Where had that come from?_ she wondered.

She pushed the door closed as soon as he was inside. "Now Spike…" she began, "…what in Celestia's name happened to you?"

"Well, Twilight wanted to test out some transformation potions that she made. They worked- I'm a pony, and Twilight turned into a dragon." He deliberately chose not to mention why they were experimenting with transformation potions to begin with.

"Good heavens! You're not going to be stuck that way forever, are you?"

"No, no. Twilight said that we should turn back to normal in a few hours."

Rarity regarded him for several moments, before replying, "…I see. Well, I suppose you could have the day off- I don't think you'll be much help to me in your state."

"Alright. I'll see you tomorrow then, Rarity." Rarity let him out of the boutique- once she closed the door behind him, he ran back to the library as fast as he could, from a combination of wanting to get back to Twilight and _not_ wanting to run into any more of their friends. Before long, he re-entered the library, but not before taking a quick look around to ensure nopony was watching.

"Sorry, I didn't mean to take so long," Spike said as he took off and hung up Twilight's scarf. As he turned around, he continued, "It just took a little- _Twilight!_" In the middle of the library floor, Twilight was lying flat on her back, her new hands buried between her legs. She looked over at him and asked "…What? I wanted to try them out."

"What're you doing? I thought I told you to go hide! What if somepony else saw you like this?"

"Spike, the library's closed. Didn't you see the sign?" Spike opened his mouth to say something, but quickly closed it again and blushed, embarrassed that he missed something so obvious. Twilight rose to her feet. "So, did she buy it?"

"Yeah, don't worry, she believed me." He approached Twilight, a little gleam in his eye. "Now, where did we leave off? Oh, I think I remember…" Twilight giggled as Spike nuzzled his face against her much smaller body. "Spike? Do you want me to brush your mane?" she asked. He didn't reply- instead, he tossed Twilight onto his back (almost dropping her in the process) and galloped up to the bedroom.

Back at the Carousel Boutique, Rarity couldn't help but feel suspicious. She'd noticed that Spike had been in an unusually good mood for the last several days. Well, in a better mood than usual. And Twilight had been acting fairly strange as well. Something _must_ have happened between them, and something had to be done about it. Rarity grabbed her favorite scarf and wrapped it around her neck- she was going out.

It was time for a meeting.

* * *

><p>About a half hour later, Applejack, Rainbow Dash, Pinkie Pie, and Fluttershy were sitting at a table set up in the middle of the boutique. A few moments later, Rarity emerged from her kitchen with a tray laden with teacups and a teapot. She set the tray down on the table before taking a seat as well.<p>

"I'm glad everypony could make it on such short notice," Rarity said to the others.

"It ain't nothin', sugarcube," Applejack replied.

"It's been a while since you've called a meeting, Rarity," Rainbow Dash said. "I mean, it's been… uh…" She turned to Fluttershy. "How long has it been since our last meeting?"

"…almost two years, I think," Fluttershy whispered back.

"Yeah, it's been almost two years. What's the occasion?"

Rarity set her teacup down. "Well, before I begin, I need to ask you all something very important- have any of you noticed anything… _unusual_ between Twilight and Spike?"

Rainbow Dash brought a hoof up to her chin. "Well, they haven't been going out of the library that often. But considering the weather, I don't really blame them."

Pinkie Pie then interjected, "When they stopped by the bakery a few days ago to pick up an order, they kept giving each other these weird looks."

The group was silent for a few moments. Then, Applejack said, "Alright, so we got funny looks and them not comin' out of their house in what ponies are sayin' is the worst winter in Ponyville's history. So what?"

Rarity took another sip of tea. "Well, just this morning, a strange pony stopped by the boutique to deliver a message. …It turned out to be Spike."

The others stared at her, incredulous. "What? How?" Applejack asked.

"Apparently, he and Twilight had been… experimenting with transformation potions."

"…Well," Fluttershy began, "Twilight makes all sorts of potions for her studies… doesn't she?"

Rarity sighed in frustration- she'd tried to be subtle, but instead was just beating around the bush. "Alright, I'll just say it. I think that Twilight and Spike are… oh, how do I put this in a way that isn't vulgar? …I think that Twilight and Spike might be… well… _fornicating_."

The others stared at Rarity in shock, with the exception of Rainbow Dash, who looked at her in confusion. "Forna… forni… w-what?" she asked.

"Rarity means to say that she thinks Twilight and Spike might be having sex," Pinkie replied bluntly.

"Oh. …Oh, that's _disgusting!_"

"Now now, settle down Rainbow," Applejack replied. "I know yer barn door don't swing that way but-"

"That was _one time_, Applejack!" Rainbow shouted. She rested her head in her hooves. "Are you ever gonna let me forget about that?"

Applejack smirked. "As long as I keep gettin' that reaction out of ya? No."

"Girls, focus," Rarity said. "We have a serious problem."

"Dashie is right, it is disgusting," Pinkie Pie said, with a sudden solemnness. "And not just because it's between a boy and a girl, not even because it's between a pony and a dragon. Spike's only a _baby _dragon, remember?"

It didn't take too long for the implication to sink in. "Oh goodness," Fluttershy said meekly. "You don't think that Twilight… _forced herself_ on Spike, do you?"

Silence fell across everypony at the table for several moments. Finally, Applejack replied, "I really hate to say this about Twilight, but we definitely can't rule that out."

"Well, what should we do? Should we tell the princess?" Rainbow Dash asked.

"Isn't it obvious?" Pinkie Pie began. "We need to go to the police right away."

"No, not yet," Rarity replied. "We need to be sure that something's happened before doing that."

"Are you kidding me? We need to do something about this now! Before it gets any worse!"

"…why don't we just… ask?" Fluttershy asked.

"I gotta agree with Fluttershy," Applejack said. "I say that we go over to Twilight's, we sit her down, and we don't let her go 'til she gives us a straight answer."


	4. Snuffed Out

**Chapter IV: Snuffed Out**

Two days passed. Rarity and the others had spent the rest of their meeting going over the finer details of their plan. First, they would have to separate Twilight and Spike- Applejack and Rarity were able to convince their younger sisters to invite Spike to play with them that day. Next, Rarity elected herself to speak to Twilight, with Fluttershy trying to sweet-talk her as necessary- Applejack would be on standby to restrain Twilight if it came to that (Rarity didn't think that would be much help, but Applejack insisted, not wanting to feel useless). Finally, Rarity agreed to write a letter to the Princess explaining what Twilight had done, to be sent if the worst-case scenario was indeed true- Rainbow Dash would deliver it. Pinkie Pie had been chosen to keep an eye on Spike and away from the library. After the meeting was adjourned, the five ponies went home, spending the next two days preparing themselves for what they had to do.

Rarity wasn't sure how to feel when she woke up that morning. She had to admit, she didn't look forward to confronting Twilight. Most likely, things would be difficult, things would be unpleasant… but it was necessary to do them. After wishing Sweetie Belle a good day, she began to gather her things together when there was a knock at the door. She opened it, allowing Rainbow Dash inside. "Hey," she said. "Did you finish the letter?"

"I have it right here." Rarity grabbed a small scroll and gave it to Rainbow- she tucked it under her wing for the time being, then asked, "Rarity, are you sure we shouldn't bring Pinkie Pie to the library with us? We'll need all the help we can get if Twilight gets… _violent_." She hated to say that about Twilight, but she wasn't likely to take the accusation well- who knew what might happen?

"You saw how worked up Pinkie got during the meeting, didn't you? It's obvious to me that she has some kind of personal stake in this, so I think it's best that she stay out of it. For now, at least."

"Yeah, I guess you're right. About that… you think we should talk to Pinkie about it? This whole thing really did seem to bother her."

"That can wait. We have a much more pressing matter to attend to."

"Right. We should go." Rarity and Rainbow Dash left the boutique. On their way to the library, they passed a snowball fight between some of the town's foals in front of Sugarcube Corner, with Spike amongst them- he waved excitedly to the two when he saw them. They waved back, with much less enthusiasm. Before long, the two arrived at the library; Fluttershy and Applejack were already waiting for them outside. "Hey," Rainbow Dash said as she and Rarity approached.

"So, everypony ready?" Applejack asked.

The others nodded. "Right," Rarity began, "we know what we have to do here."

"Yeah," Rainbow Dash replied. "You know where I'll be." She took her position by the door. The remaining three ponies looked at each other, nodded, and entered the library. They found Twilight with her face buried in a book- Rarity cleared her throat to get her attention. Twilight jumped, but relaxed once she saw it was only her friends. "Hey there," she said as she shut her book, glad to have a short break from her studying. "I wasn't expecting any visitors."

Rarity sat down in front of Twilight, with Fluttershy at her side- Applejack remained by the door. "We're sorry to drop by unannounced," she began, "but we… we need to have a talk."

When she wasn't working on any big projects, Rarity would sometimes stop by the library and share various tidbits of gossip she'd heard with Twilight, the two even sharing spells with each other on occasion. However, the utter seriousness in Rarity's voice, along with being accompanied by Fluttershy and Applejack, told Twilight that this was not one of those times. Wary, Twilight replied, "Alright. What did you want to talk about?"

Rarity was silent for a few moments, trying to figure out how to best phrase her question- there really was no way to put it lightly though. "Twilight… has anything happened between you and Spike?"

Twilight's heart skipped a beat when she heard the question. She tried to brush it aside. "I… don't know what you mean."

"I think that you do."

Twilight could feel the color drain from her face. She couldn't speak. Rarity continued: "Now Twilight, I'm going to ask you again, and I want you to answer us honestly. Has anything happened between you and Spike?"

Twilight couldn't help but grow defensive. "Are you accusing me of something?"

Before Rarity could respond, Fluttershy stepped in. "Twilight, nopony's accusing you of anything. We… we just want you to answer a few questions. That's all."

Fluttershy's words began to calm Twilight down. She wasn't too keen on answering the question, but she realized they were never going to get anywhere until she did. She could feel her cheeks burn, but Twilight held her head high- she was not ashamed of what she had done with Spike.

"If you mean to ask whether or not Spike and I have been… _intimate_, then yes. We have."

Applejack's eyes visibly widened, and her jaw dropped. Fluttershy brought a hoof up to her mouth. Rarity's eyes narrowed ever so slightly. Clearly, nopony had expected Twilight to be quite so forward with her admission.

"Well, that was… unexpected," Rarity said, and looked back over her shoulder at Applejack. She understood the signal; the orange pony reached back her hoof and knocked on Twilight's door several times. Outside, Rainbow Dash heard the knocks, and unfolded her wings- that was her cue. Right after, she heard Twilight mention something about Spike's diary-of course, she had to leave right when it was getting to the good part. But regardless, she had a job to do- she finished stretching her wings, and with a single strong flap she was airborne.

* * *

><p>"I gotcha now!" Applebloom shouted. She threw her snowball with all her might- it sailed right over Spike's head, to his relief. He dived behind a small wall of snow, ending up alongside Snips, Snails, and Pipsqueak. "You okay man?" Snails asked.<p>

"Yeah I'm fine," Spike replied. He peered over the wall, ducking down when one of the Cutie Mark Crusaders tried to pelt him with snowballs. "Okay, I've got a plan. Snips, Pipsqueak, we'll make a distraction. Snails, while they're distracted, you go around and flank them."

"Aye sir!" Pipsqueak said, saluting.

"You want me to what?" Snails asked.

"_Flanks_…" Snips mumbled to himself.

"Just sneak around and get behind them, Snails. Snips, get your mind out of the gutter. Now get ready to move, Snails." Snails crouched down, though because of his height he would still be rather visible. "Okay guys, on three." The remaining three grabbed a hand- and hoofful of snow each. "One… two… _three!_" They all popped up at once, only to simultaneously pelted by snowballs; they all collapsed into the snow, "dead."

"Hah, I got Thpike!" he heard Twist shout.

"I think I nailed Snips!" Applebloom replied.

"I see you, Snails!" Scootaloo shouted. "Get down on your knees and put your hooves behind your head!" Spike turned his head, seeing that Snails had complied. _Coward_, he thought to himself- he would never let himself be taken prisoner. Scootaloo and Sweetie Belle came into view and escorted Snails away. A few moments later, he heard Sweetie Belle ask in a hushed voice, "Hey, do you think we can get cutie marks for snowball fighting?"

"I don't know, maybe," he heard Applebloom reply. She cleared her throat. "Alright, we've taken Snails prisoner!" Spike and the other colts got back on their feet. "Don't do anything stupid or else he dies!"

Despite losing three snowball fights in a row now, Spike had never felt better in all his life. He was finally with Twilight, the way he'd always wanted to be, and even better, she returned his feelings- even though it had been nearly two weeks since then, he was still walking on clouds. But it wasn't just Twilight- every mare in town seemed to be quite taken by the young dragon. Just the other day, he could've sworn that Derpy Hooves had flirted with him as she made her delivery rounds. And a few days after that, Mrs. Cake had given him a whole box of expired muffins for free, "just for being so cute," in her words. Even the "special friends" Lyra and Bon-Bon weren't unaffected; both had paid him a compliment as he passed them in the street more than once. It seemed the only mares in town immune to his new charms were the fillies, but even then, he couldn't help but notice the touch of red that appeared on Applebloom's cheeks whenever he was around.

All of a sudden though, the fight came to a stop when Rainbow Dash dropped down in front of Spike. "Hey there, little guy," she said, hoping she didn't sound as nervous as she felt.

"Hey Rainbow Dash. What's up?"

"Not much." She gave him what she hoped was a convincing smile. "Twilight asked me to give this to you." She reached back and handed him Rarity's letter with her mouth. "She wanted you to send it to the Princess." She felt bad about lying to him, but there wasn't any other choice- she wanted to stay nearby in case Twilight got out of hand, and he was the only pony (well, dragon) in Ponyville who could get a letter to Celestia right away, other than Twilight herself.

The young dragon examined the scroll. "Did Twilight write a friendship report without me? I guess it's been a while, but-"

"She didn't say what it was," Rainbow interrupted, just as he was about to open it- Spike couldn't know what was happening at the library, not yet at least. "All she said was that it was important, and that she needed it sent right away."

"Oh, alright." He breathed green fire on the scroll, and in a flash it was gone. He looked up at the pegasus- when their eyes met, she made the sudden realization that the young dragon was rather… _cute_. How had she never noticed it before? She pushed the thought away- there were more important things she needed to focus on.

"So uh, is that it?" Spike began. "Twilight doesn't need me to come back to the library or-"

"_**No**_," Rainbow Dash replied, a bit more forcefully than she'd intended. She laughed nervously. "No. You can stay out here for a while longer." She took off, heading towards her house, but as soon as Spike was out of sight, she doubled back and returned to the library. She couldn't help but worry when she saw that the windows were dark- when she landed, she pushed open the door and stepped inside. Her jaw dropped at what she saw. Rarity, Applejack, and Fluttershy were being held in the air by the ceiling- Twilight stood at the library's heart, her eyes and horn glowing brightly. Almost as soon as she'd stepped inside, Rainbow Dash was seized by an invisible force and held up in the air- as hard as she fought, she couldn't break free.

"Twilight please, be reasonable about this!" Rarity called.

"Yeah Twilight, just be civil and let us all down!" Applejack called after.

However, Twilight did no such thing. "How dare you! How dare you imply that I'd ever do something so _horrible_!"

Applejack shouted, "Fluttershy, do somethin'!"

She tried to think of something, anything that might make Twilight stop. Something came to her- a trial for a teacher back in Cloudsdale who had been in a relationship with one of her students. "Twilight… y-you… you don't want people to think that you're a… _a_… _foal-fiddler_, do you?"

Twilight suddenly lowered her down and looked her straight in the eye. "What did you say?"

"…I… I said… eep!" She squeaked when she saw how angry Twilight had become.

However, before anything bad could happen to Fluttershy, Rarity picked up where the pegasus left off. "She's right, you know. Surely you've heard of consent laws, haven't you Twilight? Spike's much younger than you are- he couldn't say yes even if he wanted to."

The realization hit Twilight like a ton of bricks. All of her anger evaporated instantly. Her horn stopped glowing- Fluttershy and the others immediately dropped to the floor in response. It had never occurred to Twilight, not for one second, that what she was doing with Spike might have been illegal. Her mind suddenly jumped to the night when she had first kissed Spike- she couldn't help but feel… _horrified_ at the way she had manipulated him.

All of a sudden, the library was filled with a flash of blinding light, and a voice called, "Twilight Sparkle!" Everypony in the library looked to its source- there, standing by the stairs, was Princess Celestia herself. Her flawless white coat seemed to shine in the darkened library, and her glittering mane and tail waved lightly as thought caught in a breeze, despite being indoors. However, her expression was stern and implacable, causing a jolt of fear to strike every pony present.

"Twilight Sparkle," Celestia said again, "I just received this letter." She held up Rarity's letter for all to see, before looking it over. "It says that you and Spike have had… _relations_." The library was silent for several moments. "…Is this true?"

Twilight lowered her head in shame. It _was_ true- if breaking the law hadn't been bad enough, no matter what his diary had said, it didn't change the fact that she… forced herself on him on that very first night. Tears began to well up in her eyes- she was a monster. An evil, evil, _evil_ monster that deserved whatever punishment the princess gave her. She hung her head and prepared for the worst, replying, "…yes."

The princess said nothing for several seconds; then, she sighed. "Twilight… I'm very, very disappointed in you." Twilight began to sob openly- the princess's disappointment hurt her more than her anger ever could have. "With your confession, I must hereby charge you with the crime of… _pedofoalia_." Celestia visibly winced- it hurt her to have to lay such a grave charge on her pupil. But, the law was the law, and it was her solemn duty to enforce it. Twilight merely stared on, not even trying to argue in her defense. "From this time forward, I'm placing you under house arrest, and removing Spike from your care. Fluttershy…" She looked to the timid yellow pegasus. "Until things are sorted out here, I'm entrusting Spike to your care."

Fluttershy jumped when the Princess turned her attention to her, but quickly nodded and replied, "Y-Yes Princess."

Twilight's shock had faded just enough for her to finally stammer, "I… I'm sorry… I didn't mean to…"

"Be that as it may, nopony is above the law. Not even you, my most prized pupil." And with a flash of light, she was gone.

Twilight could only stare in stunned silence at where the Princess had stood, her jaw agape. Her mind felt frozen, still trying desperately to process everything that had just happened, to the exclusion of everything else. She didn't even react when Rainbow Dash walked up and stared her right in the eye.

"Uh, Twilight? You okay?" she asked, shaking the purple unicorn. Twilight did not respond- she simply slumped to the floor, her jaw still agape, her eyes glassed over. "Um… Fluttershy, I think you should grab Spike's bed."

"R-Right," Fluttershy replied, flying to the upper part of the library to grab Spike's basket.

Silence fell on the library for a few moments and Fluttershy grabbed Spike's bed. "Twilight, just so ya know… I don't think any less of ya," Applejack said. "I'm not gonna stop bein' yer friend over this."

"I agree," Rarity replied. "I… _we_ only did what we had to. You can understand that, can't you?"

Fluttershy returned with Spike's basket. "…It was for your own good. Yours and Spike's. We did this because we care about both of you."

Twilight still did not respond- she simply remained slumped against the floor, her breaths shallow. "Guys, I think I should stay here and keep an eye on Twilight," Rainbow Dash said.

"Very well," Rarity replied. "…We're going to help Fluttershy get her house ready for Spike." The three ponies left the library.

Rainbow Dash was now alone with Twilight. She looked down at the purple unicorn- she hadn't said anything or budged an inch since the Princess had left. "Twilight…" she began, "I… l-listen…" She struggled to find something appropriate to say- comforting ponies wasn't exactly one of Rainbow's strong points. "Look… things might seem bad now, but don't worry. I-I'm sure the Princess will figure things out, and you'll be able to see Spike again. He might even be able to move back in! Come on, you trust the Princess, don't you?"

Twilight paid no mind to the blue pegasus's words. In her mind, she was alone.

Completely, and utterly, alone.

Slowly, she curled up into a ball, and cried harder than she ever had in her entire life.

* * *

><p>"He's scramblin' away, get 'im!" Applebloom shouted. While Snails was being pelted by snowballs, Spike tried to make a run back to his base; but after only a few seconds of running, Spike was nailed right in the back by a snowball. "Noooo!" he cried melodramatically, before collapsing face-first into the snow. "Got him!" Scootaloo called. He heard snow crunching as somepony approached before he was rolled onto his back, finding himself face to face with Applebloom.<p>

"Thought'cha could get away, didja?" she asked, a slight red tinge on her cheeks. "Well not on my watch. Get up." Spike got to his feet. "Now move it. And keep yer hands where I can see 'em." She pushed him towards their base. "Now, are ya gonna be a good hostage this time around, or am I gonna hafta-" She was interrupted when somepony tapped her shoulder. She began to turn around, saying, "Snails, if ya throw another snowball at me from up close, I'm gonna-" She stopped, when she saw the pony standing behind her was in fact Fluttershy. "Oh, I'm Sorry Fluttershy. What can I do ya for?"

"Um, well… can I ask Spike a question?"

"Sure ya can." She stepped aside to let Fluttershy speak to Spike.

The pegasus approached the young dragon. "Um, hi… Spike," she began nervously. She had a good reason to be nervous- since the Princess had appointed her as Spike's new caretaker, Applejack and Rarity had decided it fell to her to be his bearer of bad news.

"Hey Fluttershy," he replied cheerfully. "What's up?"

She couldn't look at him. "Spike, could you…" She tried to think up an excuse to get him alone. "…could you help me with something at home?"

"Yeah, okay." He said goodbye to his friends, to their disappointment, and began to follow the pegasus back to her cottage. When they arrived, Fluttershy said, "Thanks for coming Spike. Would you like to sit down?"

Spike sat down on Fluttershy's couch as she had asked, but then said, "I thought you said you needed my help. Shouldn't we get started on that?"

It took a little while for her to respond. "To tell you the truth, I… don't actually need any help. I just wanted to talk to you alone. I'm sorry for lying to you, Spike."

"Well, if you wanted to talk, you could've just asked."

She wished he wouldn't look at her so innocently- the news she had to deliver was bad enough as it is. A part of her wanted nothing more than to just say, _Never mind_, and let him go back to the library- even though she had confessed to the Princess, a part of her simply refused to believe that Twilight could do something so horrible to Spike. But, she knew she couldn't do that. She took a deep breath, and began by saying, "Spike…" She had to take another deep breath before continuing. "…I know about… what happened between you and Twilight."

Spike's face reddened. "Oh, you do? You weren't… spying on us, were you?"

Fluttershy shook her head. "No. She… confessed everything to us. To the Princess."

"…What?"

"The Princess charged Twilight with pedofoalia and put her under house arrest. She also appointed me to take care of you in Twilight's place for the time being."

"…W-What?" he repeated, tears welling up in his eyes.

"You… can't live with Twilight anymore. I'm sorry, Spike." Immediately, Spike leapt off the couch and sprinted for the door. Fluttershy grabbed him in her forelegs and held him tightly against her body. He struggled to break free of her grasp with all his might; he kicked, he scratched, he even bit her at one point, but still she held him tight. It wasn't anything she hadn't experienced before- Fluttershy had built up a surprising amount of strength from holding down… less-than-cooperative animals.

"I'm sorry Spike," she repeated softly, "…but it's for your own good."

"No it's not!" he shouted back, the anger in his voice as clear as day. "You don't know _anything_! _I love her!_ And now you… _you_…" He degenerated into a fit of uncontrollable sobbing. Fluttershy couldn't bear to hear him cry- so, she held him tightly against her chest as he continued to fight against her, and began to sing:

_ "Hush now, quiet now,  
><em>_It's time to lay your sleepy head,  
><em>_Hush now, quiet now,  
><em>_It's time to go to bed,  
><em>_Drifting off to sleep,  
><em>_Leave exciting day behind you.  
><em>_Drifting off to sleep,  
><em>_Let the joy of daylight find you…"_

As she sang, Spike's struggling grew weaker and weaker, and his cries grew softer. By the time Fluttershy finished her lullaby, Spike was fast asleep, his snores interrupted by the occasional sniffle. With care, she lifted the sleeping dragon onto her back and carried him to his basket. She felt bad about using the lullaby against him like that, but she was on the verge of bursting into tears as well, and that wouldn't have helped the situation. Fluttershy placed him in his basket, and tucked him in- she had to look away when she saw tears leaking out of his eyes as he slept.

* * *

><p>Spike woke up a few hours later. The sun had set some time before, and Fluttershy had busied herself preparing dinner for both herself and her possibly long-term guest. She was just finishing up when Spike walked- well, not so much walked as staggered- into the kitchen. "Oh, Spike," she said when she saw him. "You must be hungry. Just hold on just one minute, and I'll have dinner ready." Spike stumbled over to a small breakfast table nearby and took a seat.<p>

A few moments later, Fluttershy set a bowl of vegetable soup down in front of the dragon. "Here you are…" she began nervously, "I'm sure some soup will help you feel better." She sat across from him and began to eat, but after a few moments, she noticed something. Wiping her mouth, she said, "Spike, you're not eating." Indeed, he wasn't- he was sitting motionless in his chair, staring at the wall just over her left shoulder. "Y… you need to eat something, Spike. You need to keep your strength up." Spike did nothing. "Spike, eat, please." He continued to do nothing.

Fluttershy began to feel a strange sensation growing inside of her. It took a few moments for her to recognize it- she was… growing _frustrated_ with him. "Spike, Celestia chose me to take care of you," she began, "and that's exactly what I'm going to do." Had Fluttershy not been so wrapped up in the moment, the firmness of her statement would have surprised her. And she also would never have said what she told Spike next: "So if you're not going to feed yourself, then I'll spoon-feed you, like a baby. If that doesn't work, I'll feed you mouth-to-mouth. And if _that_ doesn't work, then I'll take you to the doctor's office, and have them feed you intravenously. Do you want me to do that?"

Spike finally responded- he didn't say anything, but he dipped his spoon in his soup and brought it up to his mouth. Satisfied (and feeling a little guilty now), she began to eat as well. She was genuinely surprised by what just happened- ordinarily, she would've used "The Stare" to make Spike comply. This time though, she… well she didn't _yell_ at him, but she'd never talked to anypony the way she'd talked to Spike. What was wrong with her? Was she ill? She didn't think so- her forehead didn't feel hot when she brought her hoof up to it.

Before long, she finished her soup. She looked over at him- Spike had finished his soup as well, and was sitting stock-still in his chair, staring blankly in her direction. She noticed the wet lines travelling down his face and made a sudden realization- she galloped over to his side of the table and took him into her forelegs, feeling tremendous guilt. "Oh Spike, I'm sorry!" she cried, just now realizing how hurtful her words must have sounded to him.

After a moment, she released him. She looked at Spike; she'd never seen Spike… she'd never seen anypony ever look so defeated, and it broke her heart. She had to do something, but… what could _she_ do? An idea popped into her head, but she brushed it away- she could never do… _that_. But she had to do _something_, and the idea popped right back. _It's only to help Spike_, a small voice inside her head told her. _And besides, you're all alone- who's going to know?_ Fluttershy took a deep breath, telling herself she was doing this only to help Spike, before leaning forward and kissing him on the lips.

She held the kiss for only a brief moment before pulling back. "…that was my first kiss," she whispered, watching his surprised expression grow from behind her mane. "You don't give that away to just anypony, you know…"

Finally, for the first time since she'd put him to bed, Spike spoke. "…she… she didn't take advantage of me," he said.

"I believe you." His jaw dropped. She then looked away in shame. "…This is all my fault. At the meeting, I asked the others if they thought Twilight had forced herself on you- I knew she would never, _ever_ do something like that, but I brought it up anyway. I'm the reason you were taken away from Twilight, Spike. I… I'm sorry." She completely turned her back on him, unable to face him, tears rolling down her face. "You… you must hate me now… don't you?"

"What? No! I'd… I'd never hate you!" Spike climbed out of his chair and walked the pegasus's front. "This isn't your fault, and I… I understand why you did it. You, me, Twilight, the others… we'll all figure something out."

Fluttershy built up the courage to look him in the eye again. "But, I still feel bad about it. And I… I want to make it up to you. Can I? Please?"

Spike could see a hunger in Fluttershy's eyes, one he was now very familiar with. He knew he should've turned her offer down- they could both get into serious trouble if anyone found out. Plus, it would be… _cheating_ on Twilight. But, for a reason he would never be able to adequately explain even to himself, Spike nodded and replied, "…Okay." Before Spike could change his mind, Fluttershy took a deep breath and kissed him again.

Kissing Fluttershy was much different from kissing Twilight. The first thing he noticed was her scent; Fluttershy smelled like grass, and trees, and sweet flowers. It was different from Twilight, who always smelled like soap and old books and ozone from her magic. She tasted different from Twilight as well- it wasn't better, or worse, just… different, in some way he couldn't quantify. Fluttershy's kiss was surprisingly firm compared to Twilight's- for that matter, the gentle pegasus was acting much bolder than usual. He wasn't sure what had come over her, but in all honesty… he actually kinda liked it. Fluttershy began to push Spike back until he was pinned between her and a cabinet. She… nibbled his lip- he giggled, liking the strange new sensation. He put one claw under her chin while he ran the other through her long pink mane. He liked to run his fingers through Twilight's mane as well, though in all honesty, he always thought she'd look better with a longer mane.

Fluttershy and Spike literally jumped to opposite sides of the kitchen when there was a sudden knock at the front door. Another, much louder knock followed a few moments later. "Oh um, I'll… get it," Fluttershy said, and went to answer the door, fixing her tousled mane- Spike went to sit down on the couch, trying to calm his heart.

"Just a minute," she said to the visitor as she approached the door. Opening the door, she found Rarity at her doorstep, bundled up against the cold. "Oh Rarity, what brings you out this late?"

"I just wanted to check up on Spike. May I come in?"

"Oh, of course." Fluttershy stepped aside to let the fashionista into her home. She approached Spike. "So, how are you feeling?"

Spike was unsure how to answer that question. "Uh… well, I guess I'm feeling better…" In spite of his efforts, he began tearing up. "I… I just want to move back in with her again."

"Well with any luck, I'm sure you'll be able to do just that soon enough."

He wiped his eyes. "…How's Twilight?"

"Not well, I'm afraid. Rainbow Dash told me Twilight threw her out of the library- now she's holed up in there and refuses to see anypony."

"Oh goodness. Someone should keep an eye on her, make sure she doesn't make any… _rash decisions_," Fluttershy replied.

"Rainbow Dash has already volunteered to do just that. She and Applejack will take turns keeping an eye on her until she's better."

"…Do you think she'd see Spike?"

"Perhaps. But he should ask the Princess before going to see her." Rarity turned. "Well, I'm glad to see that at least one of you is holding up. I'll be sure stop by often and let you know how Twilight is doing. Oh, and Spike…" She looked back over her shoulder. "You don't have to help at the boutique tomorrow if you're not up to it- I understand if you need some… time to yourself." With that, Rarity left the cottage.

Fluttershy waited for a few moments after Rarity had shut the door, before turning to Spike and saying "That could've been bad. Spike, we don't tell anypony about what happened in the kitchen. Not a soul. Agreed?"

The young dragon nodded. "Agreed."

* * *

><p>Later that night, Spike was just finishing his letter to the Princess. He rolled it up, and with a quick plume of green flame, sent it on its way. "There we go," he said to himself, then looked back and said out loud, "Alright, I sent it."<p>

"Good. I'm sure Twilight will feel better when she finds out that you can visit her." The two had moved up to Fluttershy's bedroom; her fireplace was lit, filling the small room with very soothing warmth.

The two were silent for several moments, before Spike hesitantly began, "Uh, Fluttershy, can I ask you something?"

"Of course you can."  
>"Can I… sleep in your bed?" he asked. He then quickly explained "Twilight said it wasn't safe for me to sleep on my own during the winter."<p>

"I… don't think that would be such a good idea." Considering what had happened earlier in the kitchen, she was a little afraid of what might happen if she and Spike shared a bed. "Besides, the fire can keep you warm much better than I ever could."

"Alright then." She could hear the disappointment in his voice. "Well, I'll see you in the morning." She heard rustling as Spike rolled over his basket. "Goodnight, Fluttershy."

"Goodnight, Spike."


	5. Rekindled

**Chapter V: Rekindled**

Spike awoke with a start, to find himself in darkness. He tried to get up, only to quickly realize that his limbs, and indeed his entire body, had been strapped down- he couldn't even turn his head or lift his tail. Immediately, he called out to the darkness for help.

"Oh good, you're awake," he heard a familiar voice reply. "Now we can get started."

A light suddenly flicked on- Spike had to squeeze his eyes shut from the blinding light. After a few moments, he was able to open them. As he had already concluded, Spike saw that he had been strapped down against a table. However, he quickly realized that the table appeared to be… a changing table. He looked around the rest of the room. He appeared to be in some kind of nursery- the walls and carpet were decorated with pastels, and scattered around the room was a playpen, a crib, a wardrobe, numerous baby toys, and other sorts of paraphernalia suitable for the youngest of foals. Spike had seen rooms like this one before, but he couldn't help but feel profoundly disturbed as he looked around.

Suddenly, Fluttershy entered the top of his vision, smiling warmly at him… but her smile provided Spike no comfort. "Fluttershy, what's going on?" He asked. "Why am I strapped down? And what's up with this creepy room?"

"I thought that this room was rather nice," Fluttershy replied. "I spent so much time putting it together." All was silent for a few moments. "Oh, you probably want me to answer your question, don't you? Well, it all started one night after babysitting the Cutie Mark Crusaders. That night, I realized something- as much as I love taking care of animals, I wanted something more. I wanted to be a mother- to have a baby of my own to pamper and take care of."

"…Okay. I think you'd make a great mom. But what does this have to do with me being tied up?"

"Since that night, I've been going over a lot of options. I thought about giving birth to my own foal, but I don't even have a boyfriend, and I don't want to fuck just any random stallion." Spike gaped at Fluttershy's profanity. "Then I thought about adoption, but there's just so much paperwork and potential complications to deal with. But then, the most wonderful thing in the world happened- the Princess gave me _you_."

Spike couldn't help but get angry- how could she think of him being taken away from Twilight so lightly? But he restrained himself enough to ask, "…so what?"

Fluttershy smiled widely. "Isn't it obvious? I want _you_ to be my baby."

Spike was silent for several moments; then, he burst out laughing. "Oh, that's rich. Okay, I'll admit it; you got me. Now could you undo these straps?"

She tilted her head. "Oh Spike, this isn't a joke."

"…It's not?" He laughed nervously. "Come on, quit pulling my leg- I already said that you got me. Now let me go."

"I'm afraid I can't do that. Not unless you do what I ask."

"Well, what do I have to do for you to let me go?"

"Humor me. Be my baby for a day, and if you're not perfectly happy by sunset, then I'll let you go and we'll never have to talk about this ever again."

"Sorry, but I think I'll have to turn you down."

Fluttershy look surprised for a moment, but then she smiled again. "I think it's really cute how you think you have a choice." She slowly brought out a syringe filled with a strange pale-yellow liquid.

Seeing the syringe filled Spike's heart with fear- he never thought he'd ever be afraid of Fluttershy. He stammered, "W-Wait, what is that?"

"It's a special foalmula- oh excuse me, _formula_ that I mixed up for a day just like this. It mentally regresses any pony I give it to back to an infantile state. Don't worry, the effect is only temporary… although, if I gave you the entire dose that's in this syringe, then you would become my baby, forever." Fluttershy adjusted the syringe, and began to lower it toward one of Spike's exposed arms.

Spike tried to pull away, but the straps holding him down held firm. "No! Please! Don't!" Spike pleaded, "I-I'll do it! I'll be your baby! I'll be your baby for as long as you want! Just please don't stick whatever that stuff is in me!" Fluttershy show no signs of stopping. Spike began to cry- why was Fluttershy doing this? If she'd gone crazy like before, then shouldn't he and the others have been able to notice it?

Spike felt the prick as the needle punctured his scales. As soon as it had happened, he saw Fluttershy taking back the now half-full syringe, and she began to undo the straps holding him down. Spike would have breathed a sigh of relief, but almost instantly Spike could… feel his mind _going_. His mind was going? But where? Didn't know, hard to think. Room… so big now. He… scared…

Spike began to cry again, but not because he was afraid- it was all he could do in the face of his unfamiliar surroundings. Even though he was now free, Spike made no attempt to escape- he simply laid on the changing table, crying helplessly. "Oh, don't cry Spike. Mama's here for you now." Fluttershy reached over and put a pacifier in the baby dragon's mouth. Almost at once his cries were silenced, and he began to relax. She picked him up and held him in her forelegs- Spike felt nice and safe now, and he began to… drift off to… sleep…

* * *

><p>Spike screamed, sitting up in his bed so fast it flipped it onto its side and dumped him onto the floor. He looked around- he was back in Fluttershy's bedroom, the light from the morning sun streaming through the window. He wiped the cold sweat from his forehead and put his hand on his chest, trying to calm his heart. The commotion woke Fluttershy, who rushed over to him and asked, "Spike, is everything alright?" However, Spike hadn't quite recovered from his nightmare- when he saw Fluttershy, he screamed, grabbing the first object he could get his hands on and throwing it at her. He missed, but Fluttershy still flinched, and he tried to escape- unfortunately, he ran right into a corner, with Fluttershy closing in. He pressed his back against the wall, as though he'd pass through it if he pushed hard enough. "N-No! Get away from me!" he shouted, curling up defensively as she approached.<p>

"Spike, you're going to be just fine. You just had a bad dream, that's all." She patted him on the shoulder; at once, Spike began to calm down. Once his heartbeat came back to normal, he looked up at Fluttershy and said, "You're right. I… I'll be okay."

"…Do you want to talk about it?"

"I don't know…"

Fluttershy caught on fairly quickly. "It was about me, wasn't it?"

"You won't laugh or… get mad if I tell you, will you?"

"I promise I won't."

Spike took a deep breath, and began to share his nightmare with Fluttershy. He watched as her expression grew more and more horrified as the story went on. When he finished, Fluttershy looked to be almost in tears, but she wiped them away, and gave him a reassuring smile. "Oh Spike, you don't have to worry; I'd never do anything like that. For one thing, you've already seen all the rooms in my house; where would I hide a room like that?"

"…You don't have a basement?"

"Nope."

He breathed a sigh of relief. "Oh man, I'm glad to hear that."

"I am too." Fluttershy turned and headed for the stairs, when she noticed something on the floor - it appeared to be an open book, but not one she was familiar with. She read a few lines, her face suddenly turning bright red. "Oh my…"

"Huh?" Spike quickly realized what she was looking at, and dived on top of it, stammering "D-D-Don't look!" He now realized that the object he'd thrown earlier had been his diary. He reached under himself and snapped the notebook shut, noticing it had fallen open on a page talking about Fluttershy, before putting it back on his bed. The two looked at each other, their discomfort plainly visible on their faces. "Spike, I, um…" she began.

But before she could say anything else, Spike suddenly belched, releasing a jet of flame and a scroll. He instantly grabbed it out of the air and tore it open, reading quickly. "What does it say?" Fluttershy asked, secretly relieved by the distraction.

He smiled. "The Princess says that I can visit Twilight, as long as I'm with you."

"That's wonderful news! Why don't we go visit her now?"

He beamed. "Can we really?"

"Of course we can. Hop on." She lowered herself to allow Spike to climb on her back.

Spike stuttered, "A-Are you sure?" He'd never ridden anypony other than Twilight, much less a pegasus, but here Fluttershy was, offering him a ride.

"I'm sure. Just, be careful of my wings, okay?" Though still hesitant, Spike climbed onto Fluttershy's back; once he was in place Fluttershy began to trot down the stairs. He had to sit a fair bit forward on account of Fluttershy's wings, but it wasn't uncomfortable- Fluttershy was surprisingly soft, like a big, fluffy stuffed animal. Once they'd left the cottage, Fluttershy spread her wings. "Hold on tight," she said, and took to the air.

It was… _incredible_, really. Riding Fluttershy was much different from riding a balloon, or in a flying carriage. Spike had always been more than a little envious of pegasi- their wings gave them the freedom to go wherever they chose, a freedom that he longed for. A freedom that he could satisfy only in his imagination… until today. He stood up on Fluttershy's back and cheered. However, they hit some unexpected turbulence- Spike nearly slipped off of Fluttershy's back, but he managed to wrap his arms around her neck to save himself. She smiled a little. "I told you to hold on tight." Spike did just that, not daring to loosen his grip even a little bit.

It wasn't long before the two landed just outside the library. To their surprise, Applejack was already there, her ear pressed against the front door. "Can ya see anything, Rainbow?" Applejack called after a few moments; she hadn't noticed them land.

From the other side of the library, Rainbow called back, "Nah, she pulled back all the curtains on this side too!" The pegasus flew back to the front of the library and landed by Applejack. "Did you hear anything in there?"

"Yeah, I heard her movin' around not too long ago, but if she doesn't open up soon, then I've got a mind to bust her door down myself."

"I'm sure that won't be necessary," Fluttershy said. The earth pony and the pegasus turned their attention to her and Spike. Fluttershy? Spike?" Rainbow Dash asked. "What're you guys doing here?"

"We just wanted to stop by and pay Twilight a visit," Spike replied.

"Sorry to disappoint you Spike, but Twilight isn't-"

"Now just hold on just a minute Rainbow," Applejack interrupted. "Maybe we should let Spike talk to her. I'm sure it'll help bring her out of this awful funk she's been in."

"But is it okay for Spike to see her? I thought the Princess-"

"She sent me a letter this morning- she said I could visit Twilight as long as somepony's with me." Spike said.

"That's good to hear," Applejack said. "I'll let ya take it from here Spike."

Spike nodded and replied, "Alright." He walked up to the library's front door and knocked loudly. "Twilight!" he yelled. "Twilight, it's me! I wanna talk to you!" Several moments passed, but nothing happened; disappointed, he began to turn away, when he suddenly heard the door creak open. He looked back; the library door had opened just a crack, and he could see Twilight peering at him through it. Although he could see very little, what he could see looked absolutely terrible: her normally straight mane was badly tangled, and the one eye he saw was a deep red and puffy. She stared at him silently for several moments, before she finally managed to croak "…Spike?"

Spike smiled. "It's me Twilight. The Princess told me that I could visit, as long as Fluttershy is with me."

To his relief, he saw Twilight smile, and she pulled the door open. The rest of Twilight looked just as bad as his first glimpse had suggested: her tail was just as tangled and knotted as her mane, she had heavy bags under her eyes, the same ones she got when she studied late into the night, and her coat had lost its vibrance, turning a dull, dingy gray. In all honesty, if he hadn't found out what happened yesterday, he would've thought Twilight had suddenly fallen gravely ill. "That's great news," she said in a low voice. "Please, come in."

Spike entered the library, followed by Fluttershy. He was shocked to see the library was in just as bad of shape as Twilight was- in the darkness, he could see nearly all the bookshelves were empty, and the books and various papers piled in numerous massive heaps scattered around the library. Twilight would never have treated her books so poorly- he was glad he came when he did, before she could get any worse.

Eventually, after carefully navigating through the massive piles of books, they reached a clearing near the center of the library and sat down. "…I'm glad the Princess decided it was okay for you to visit." A pause. "I'm sorry about it being so dark- let me get the lights." The lights flicked on. Though still haggard, Spike could see that Twilight was already improving- he could see a small twinkle in her eye, and her coat had become just a little bit brighter. "So…"she began, "...how have you been?"

"We've been doing alright," Fluttershy replied.

"Yeah," Spike added. "It's… different, but Fluttershy and me have been getting along just fine. So… how have _you_ been?"

"I guess I'm feeling better than I was, but… well, not having you around is… it's just…" Twilight took a deep breath. "I miss you, Spike. It's only been one day, but I still miss you."

"I miss you too Twilight. But don't worry- I'm sure the Princess will let you take care of me again. And until then, I'll visit you every day. And…" He looked over to Fluttershy. "You wouldn't mind helping me help Twilight with her studies, would you?"

Fluttershy shook her head. "Not at all."

Tears began to well up in Twilight's eyes. "You're too kind, Spike."

Spike got up, and embraced the purple unicorn. "Twilight, just because I'm not living with you right now, it doesn't mean I stopped being your assistant."

She hugged him back, and kissed him on the forehead. "You're right. I'm sorry."

Spike let Twilight go. "Don't be. You haven't done anything wrong." She smiled at him again. Then, she he looked around the library- now that she'd finally been lifted out of her stupor, she was horrified by its miserable state. "Um, Spike? Fluttershy? You wouldn't mind helping me clean all this up, would you?"

"Of course not," Fluttershy replied.

"Rainbow Dash and Applejack are waiting outside for us. Can we bring them in?" Spike asked.

"Yes… please," Twilight replied.

Reorganizing the library was a daunting task, even between the five of them, and the process was slow and difficult. "And… done!" Spike said as he slipped one last book back to its rightful place. As he hopped down from the ladder, he said "Alright, I finished putting away all the astronomy books." He looked around the rest of the library; Fluttershy had finished her section as well, and Applejack was nearly finished with hers. But, Twilight and Rainbow Dash had a long way to go before they were finished with their shelves.

"Alright, I'm done too," Applejack said as she slid just a few more books on the shelf. She paused for a brief moment, and then said, "Sorry Twilight, but I gotta run- Big Macintosh needs my help knockin' all the icicles off the barn again."

"Okay. I guess I'll see you later then."

Applejack began to leave the library, but stopped herself for a brief moment. "You know… it's really good to have you back, Twilight."

"It's good to be back, Applejack," Twilight replied. Applejack smiled, before departing from the library. "Spike, Fluttershy, if you're finished then you can go, too."

"Are you sure you don't need our help anymore?" Spike asked.

"It's fine. Rainbow Dash and I can handle the rest of the library. Right, Rainbow?"

"No problem Twilight," the pegasus replied.

"Well, Fluttershy and I will be back tomorrow after I help Rarity then. …We were still working on that chapter about galaxies, right?"

"That's right. I'll see you tomorrow, Spike."

"You too Twilight." He left the library with Fluttershy following.

Outside, Spike shivered- he'd forgotten to put on his winter clothes before leaving Fluttershy's cottage. Fluttershy noticed. "Oh goodness, we should get you home," she said. "You're done for the day, right? You weren't planning on helping Rarity today?" He shook his head. "Hop on then." Spike did as she asked- her warmth felt good against his cold body. As she spread here wings, Fluttershy continued, "Be sure to hold on tight this time."

Before she could take off, Spike asked "Uh, can we walk this time?"

Fluttershy tucked in her wings. "Of course we can." With that, she began to walk down the road.

* * *

><p><strong> "<strong>I'm glad to see that Twilight's doing better," Fluttershy said as she pushed open her front door.

Spike jumped off her back. "Yeah, me too. It's a good thing we visited when we did- who knows what Twilight might've done?" He shivered. "_Hah_… should've put on those clothes Rarity made me before we left."

"Sorry, I should've given you some time to do that. Why don't you go warm up by the fireplace? I'll join you in just a minute."

"Alright." Spike hurried over to the fireplace and lit it- it took a few tries, as his fire breaths were neither very strong nor did they have much reach. But before long, the fireplace was lit, and Spike sat in front of it, basking in its warmth. A few minutes later, Fluttershy joined him, carrying two mugs. "Here you go," she said as she handed him one- from the scent, he could tell it was hot chocolate. "Be careful, it's hot." Spike couldn't help but smile- during the winters back in Canterlot, there wasn't anything he and Twilight liked better than to sit around the fireplace, drinking hot chocolate and reading to each other.

For a long while, the only sound in the cottage was the soft roar of the fireplace. But, Fluttershy eventually asked nervously, "Spike, can I ask you something? Something…_ personal_?"

"Sure? What is it?"

"Well, how long have you and Twilight… well… you know…" She knocked her hooves together, too ashamed to bring herself to say the words in her head out loud.

Spike understood her euphemism, and couldn't help but blush. "Where's this coming from?"

"I… just wanted to know. You don't have to answer if you don't want to."

"No, it's okay, I'll tell you." Spike searched his memories for the answer. "It was… the day of that big blizzard."

"Really? That was only two weeks ago. I… I just assumed you'd been seeing each other for longer."

"What made you think that?"

"Well, I saw the date in your diary and-"

Spike gasped- a big mistake, as he took in quite a bit of hot chocolate. After a few moments of coughing and spluttering, he asked "…How much did you see?"

Fluttershy was silent for a few moments, carefully considering how to best answer Spike's question. She answered simply, "…Enough."

Spike's face began to feel hot, and it wasn't because of the fireplace. He looked away in shame and stammered, "I, um… i-it was… I mean-"

"Shh… it's okay. You don't have to be embarrassed." Spike shivered as Fluttershy stroked the spines on his head.

"Y-You're not angry?" Spike dared to look up at Fluttershy. He wished he hadn't- he could see the hunger forming in her eyes again.

"Of course not," she replied. "It's natural for a boy your age to think about things like that." Fluttershy's hoof began do drift down to Spike's chest. "It's… healthy." There was silence for a few moments. "Spike, can I ask you a favor?"

Spike didn't where the conversation was going, but still he asked, "What is it?"

"Well, if it wouldn't be too much trouble for you, would you mind… rubbing my wings? The cold air always makes them stiff."

Spike froze- this was exactly like one of the fantasies he'd written down in his journal. Had it been the one she'd seen earlier? He wasn't sure; all he'd read was the name on the page. Something told him that he shouldn't do it, that nothing good would come out of it. But then again, even though she wasn't Twilight or Rarity, Fluttershy was still Spike's friend, and he wasn't ready to turn down a request from a friend. So, despite his misgivings, Spike said "Okay, I'll do it."

"Thank you Spike." Fluttershy laid down on the floor, spreading her wings. "Hop on."

Spike climbed onto her back. He scratched his head, unsure of where to start. "Um, is there anywhere in particular I should start or…"

"Well, it would be really nice if you could rub right along the edges."

"Okay…" Spike began to run his claw along the edge of one of her wings.

Spike felt Fluttershy shiver almost immediately. "Mmm… that feels _so_ nice, Spikey." He blushed a little; nopony other than Pinkie Pie had ever called him by that nickname. "I had my wings massaged at the spa once, but you're a hundred times better."

"Uh, thanks Fluttershy."

"Could you… go a little lower?"

Spike complied. "How's this?"

"Mmm… lower." He complied again. "Lower…" He moved lower. "_Lower_." Spike was nearly out of wing by now. "Here?" he asked, as he placed his claw at the very base of her wing.

Fluttershy's suddenly jerked from the pleasure coursing through her body. "Yes! Right there!" She caught her breath, looked back at him, and said "Now, I want you to… take your claw and… move it up and down."

Spike did as Fluttershy asked- the action he was imitating wasn't lost on him. "Like this?"

Her leg kicked out; the twins at the spa didn't hold a candle to Spike and his capable claws. "_Hah_… just like that, _oh_…" She moaned as Spike rubbed her wing, until she looked back at him again, gasping "Harder… please…"

He sped up a bit; almost immediately, Fluttershy's leg began to thump helplessly against the wooden floor from the pleasure. "_Ah! Nnn_… oh yes! That's perfect! Please, _don't stop! Ooh…_" Spike wished she wouldn't squirm around so much; as much as he didn't want to admit it, the way the pegasus's body writhed and twisted beneath him felt rather good, and his member was slowly beginning to peek out from beneath his scales. "_Oh… hah…_ Spike… both… do both of my wings… _please._"

"But-"

"_Do it!_" Spike jumped- Fluttershy had never, _ever_ yelled at him like that. But he complied, taking the base of her other wing in his free hand and rubbing furiously. She screamed as her pleasure was doubled, banging her hooves wildly against the floor and tossing her head from side to side, her long mane whipping through the air. "_Keep going! I'm almost… almost there… come on… just a little more! Just_-"

She suddenly screeched, her entire body spasming, her neck craning so far back that the top of her head nearly touched his snout. After a moment, she slumped against the floor, breathing heavily. "Oh Spike… that was _wonderful_." Slowly, Fluttershy rose to her feet, a rather conspicuous wet spot on the floor near where her flank had been. "Now it's your turn to feel good." She then pushed him onto his back, pinned him underneath her body, and pressed her lips against his.

Kissing by a warm fireplace was something he'd always wanted to share with Twilight; it was pretty much impossible seeing as the library didn't have a fireplace but… well, a dragon could dream, couldn't he? _Well, at least I'm with a cute mare_, Spike thought to himself, trying to look on the bright side. But then he thought to himself, _No. No, this is wrong. You have to stop. Right now._

Spike turned away, breaking off Fluttershy's kiss. "Fluttershy…" he began, trying to catch his breath, "we shouldn't do this."

"Don't worry Spike," she replied, rubbing his chest with her hooves. "Nopony has to know. It'll be our little secret."

"I-I…" he stuttered. "I can't do this. I mean, I like you but, me and Twilight are… well, we _were_ together."

"But I like you too. And… well, I'm kind of embarrassed to say it, but I was actually flattered by what you wrote about me." She blushed. "Nopony's ever told me that I was… _beautiful_."

Spike could feel his resolve crumbling. Why did Fluttershy have to be so adorable? And if that wasn't bad enough, why did she have to poise herself to mount him in his absolute favorite position? Any resistance he might have tried to build up was immediately quelled when he looked up into her innocent blue-green eyes. Silently cursing himself for his weakness, he shut his eyes and said, "…alright. I'll do it."

She smiled, giving him a small peck on the lips. "Thank you so much." She then lifted herself up, straddling the lower half of his body, his member resting comfortably between her flank-cheeks. Spike waited with anticipation. Was she going to let him put it… in her butt? He'd always wanted to do that with Twilight, but he could never work up the courage to ask her. "Are you ready?" she asked sweetly.

He nodded, maybe a little more vigorously than he should have. "Okay. Well, here goes…" Slowly, she began to grind her rump against his member.

Spike's hips bucked up almost instantly. It hadn't quite been what he'd expected, but it still felt unimaginably good. He bit his lip, but a long groan of pleasure escaped his throat anyway. Fluttershy squeaked adorably when he squeezed her rump- it felt firm, yet it still seemed to yield beneath his touch. It was a quirk of equine anatomy he'd discovered (and had grown to enjoy) during his time with Twilight. He rubbed his hands all over her rear, taking care not to accidentally scratch her, as he bucked his hips in time with her grinding.

Fluttershy was surprised with herself. She'd never done… "_it_" before, she'd never had a boyfriend, and until yesterday she'd never even kissed anypony before (well technically, she'd still never kissed anypony since Spike was a dragon). But here she was now, straddling Spike, rubbing his… _his_… _**dick**_ between her flank-cheeks. She was surprised by how warm it was- weren't reptiles supposed to be cold-blooded?

But all of a sudden, she heard Spike's breaths hitch, and to his disappointment, she stopped. "Spike, are you alright? I'm not hurting you, am I?"

"N-No, not at all! You're doing great!"

She blushed. "Thank you…"

He ran a claw up her chest. "But, I want to make you feel good too."

"Oh Spike, you don't need to worry about me. Making _you_ feel good makes _me _feel good too."

_Come on Spike, you can't do this. Stop yourself!_ But instead, he began, "But I want to… you know…" He knocked his claws together, imitating her action from just a few minutes before, hating himself for it.

"I… I understand." Fluttershy lifted herself up, repositioning herself in preparation for their little game's natural conclusion. Fluttershy had overheard other mares talking about their… _experiences_ a few times in the past. And she'd seen what a… _p-penis_ looked like. That knowledge would keep her up at night, and she would lay awake in her bed, terrified at the thought of a stallion putting something so big inside her body. She wasn't afraid of Spike's though. It was small and cute, just like the young dragon it belonged to. And she knew he would never do anything to hurt her.

She felt Spike guide his _dick_ to her entrance. She closed her eyes and breathed deeply, trying to work up the will she needed to go through with… _this_.

It wasn't working.

She looked down at him, getting ready to deliver the bad news. But as her eyes met his slitted, emerald-green ones, something amazing happened- she felt as though a great fire had been lit in her chest. Wave after wave of confidence surged through her body, washing away all her self-doubt- she could do this. So, with a deep breath, she lowered herself onto Spike's member.

It didn't hurt. All those nights Fluttershy spent staring up at her ceiling, terrified out of her wits, had been for nothing. She looked down at Spike- his smile told her everything she needed to know. Slowly, she lifted herself up and brought herself down again. Needless to say she wasn't an expert on this sort of thing, but something told her it was right thing to do- the nice twinge in her belly that followed all but confirmed it.

This was it? This was… _sex_? It was… actually kinda _nice_! If she'd known it would be like this, then Fluttershy would never have been so afraid of it.

Fluttershy looked down as she rocked against Spike, and when she saw his blissful expression, she asked, "Having fun?"

"_Ohhh yeah_," Spike moaned back- any sense of guilt had melted away under the pleasure of Fluttershy servicing him. She squeaked adorably again as Spike massaged her rump, and he lifted his hips in time with her rocking. "How about you?"

"_Mmm_, I'm having a great time. But I'm that's because I'm lucky enough to have a great partner."

Spike blushed from the compliment. "Thanks." He smiled up at her. "You wanna know what would make your time even better?" He slid a claw around to her front, in-between her haunches, and began to rub the bump at the top of Fluttershy's slit- a _clitoris_, as Twilight had so helpfully called it once.

Her whole body suddenly jerked. "N-No! Wait, stop it!" she cried. Fluttershy had… touched herself plenty of times before. But there was one spot, right near the top that was just too sensitive to handle… and there Spike was, fiddling with it. "Spike _please! It's too good! __**Too good!**__ I'm gonna… __**gonna**_-"

Fluttershy shrieked, her wings shooting out to her sides. Her walls clenched tightly around his member, and he came as well. She sat stock still above him, eyes wide, mouth agape, milking him for all he was worth. When their mutual orgasm finally faded, she wobbled a bit, before falling on her back, unmoving.

Spike rose to his feet, catching his breath. "F… Fluttershy?" She didn't respond. He shook her. "_Fluttershy?_" He was answered by a soft snore. He breathed a small sigh of relief- Fluttershy must have had such a powerful orgasm that she fainted. Spike couldn't help but puff his chest in pride- he'd _never_ managed to do that when he did it with Twilight.

Wait.

Twilight… Fluttershy… _Oh no._

_**What did he just do?**_

Oh this was bad. Very, _very_ bad. Everypony had flipped out when they found out he and Twilight had been intimate; who knew how they'd react when they found out the same thing had happened between him and Fluttershy? What should he do, _what should he do?_ He shook his head; no, he just needed to calm down. He just needed to think. Think, _think_… Suddenly, he had an idea- not a very good one, but at this point, he was desperate enough to try anything.

He wiped the cum off of Fluttershy before tossing a blanket over her sleeping form- if he knew her as well as he though he did, with any luck she'd think she just dreamt the whole thing when she woke up. Now, he needed to get out of here. He put on his clothes and quickly scribbled a note explaining he went to go help Rarity, before leaving it next to Fluttershy and heading out into the snow.


	6. Dual Fires

**Chapter VI: Dual Fires**

Spike raced through the streets of Ponyville as fast as his tiny legs would carry him- he kept his head down, praying to whatever higher power that was listening to not cross paths with any of his friends. Whatever had been listening must have smiled on him, as he made it to the Carousel Boutique without incident. He pounded on the front door, ignoring the "Closed" sign hanging in the window; after a moment, he heard hoofsteps approaching the door. "I'm sorry, but we're closed for today," he heard Rarity say. The door slowly opened. "If you need a scarf, then you'll have to go-" Her eyes fell on the young dragon. "Oh, Spike. I didn't think you'd make it today. Come in." She stepped aside to let him in.

"Thanks." Spike began to undress. "So, what are we working on today?" The calm of his voice belied the nervousness he felt.

For some reason, Rarity's stomach began to flutter when her eyes met his. "Oh, nothing too major- just scarves is all." Rarity began to search around for her glasses, driving away the fluttering. "Oh, and before I forget, Applejack will be stopping by later to help clean me up the storeroom. You'll be a dear and lend us a hoof, won't you?"

"Yeah, of course."

"Marvelous. Now, could you please fetch that roll of fabric over in that corner, darling? The blue one?"

"No problem." Spike had hoped that working with Rarity would take his mind off his troubles. Unfortunately, he was wrong. He quickly realized he was only delaying the inevitable- when the day was over, he would have to go back and face Fluttershy, and there was no telling what shape she might be in. As he wandered to and fro around the boutique, fetching this, holding up that, his mind worked feverishly to come up with a solution to his problems. In that time, he never noticed the way Rarity would look at him… he never noticed the hunger building in her eyes.

_Okay, I just need to calm down_, Spike thought to himself as he rearranged shelves laden with spools. _Fluttershy said what happened would be a secret… but what if she gets upset and tells somepony? But, it's Fluttershy- she wouldn't do that… would she? And what if the Princess finds out? She'll get so mad at Fluttershy that she might banish her! Or put her in jail! Or banish her and then put her in jail wherever she's banished to! N-No, I can't let that happen- Fluttershy wouldn't last five minutes in jail! Oh, what am I gonna do?_

Spike then had an idea. There was no way he could let Fluttershy be sent to jail, so he'd take the fall in her place. He'd just go up to Rarity right now, tell her what happened, say he coerced Fluttershy into it, and let her handle things from there. Okay, so it wasn't the greatest plan in the world, but at least it was something. He continued to fiddle with the spools for a few moments as he worked up the nerve to carry out his plan, when Rarity suddenly said, "Spike, would you mind coming over here for a moment?"

He nearly jumped. Wishing he could have had more time, he replied, "…okay." He approached Rarity's worktable and asked, "What is it?"

For a few moments, Rarity did not reply, and merely looked over the worktable. Then, with a sigh, she took a foreleg and brushed all her materials aside. "Spike…" she began.

"What is it?" He had a sinking feeling that something wasn't right with Rarity.

Again, several moments passed before she replied. "Spike… I know that you just slept with Fluttershy."

His jaw dropped. "H…How did you know?"

"Darling, you stink of sex." Rarity did have a point. Spike merely wiped himself down before leaving Fluttershy's house-she was surprised that he hadn't pointed this out to him earlier. "Uh," Spike began, "it… it was my idea. She didn't want to, but I talked her into it. So if you're gonna punish anyone, you should punish me."

"So, you managed to seduce Fluttershy, did you?" Rarity left her table, and began to circle around the young dragon. "I never thought she would ever work up the courage to take 'a roll in the hay,' if you get my meaning. And I never would've dreamed that _you _would be the one to catch her. But don't worry- your secret's safe with me… so long as you do one small favor for me."

"Uh, what kind of fav- _Aaaahhh__**mmmph!**_" At that moment, Rarity suddenly swept Spike up in her forelegs, dropped him onto the table, and kissed him firmly. His struggling quickly died away almost immediately, and he put his hands on her muzzle and kissed back. To his disappointment, she pulled away, putting a hoof on his chest to hold him down. "I want you," she said. "I want you more than I've ever wanted anypony in my entire life. I want you to take me, right here, right now."

Spike could only stare up at the white unicorn. His mouth was working, but words failed him. _No, you can't let this happen again_, a voice in his head told him. _You have to put a stop to this, now!_ Spike put his claws on Rarity's hoof and tried to push it away. "Rarity, wait," he said. "We can't do this."

"Of course we can. I'm a mare, you're a boy dragon… I'm sure we could work something out."

Spike pushed with all his strength, but Rarity's hoof wouldn't budge. "That isn't what I meant. What if somepony finds out like they did about me and Twilight?"

"Nopony will ever find out, dear. I'm done whistleblowing."

Her words came like a kick to the face. "_What did you just say?_"

Rarity's eyes widened and she clopped her hooves over her mouth, as though that would somehow take back what she had just said. But her reaction only confirmed what Spike now suspected. He jumped down from the table and advanced on her- in spite of their difference in size, Rarity retreated, until she was backed into a corner. "It… it was _you?_" Spike asked in disbelief. "_You_ told the Princess about me and Twilight?"

There was no way out, in more ways than one. Rarity hung her head and whispered in reply "…yes."

Spike merely stared at the fashionista in shock. "…Why did you do it?" When she didn't answer, he exploded in rage. "_**Why did you do it?**_" Smoke began to billow from Spike's nostrils.

Rarity stammered in the wake of the baby dragon's outburst. "It was… I-I…" She quickly realized lying wasn't going to help her. She couldn't look at Spike as she answered. "…I was jealous. There, I said it."

"You… _you__** what?**_" Sparks shot out of Spike's mouth with every word. "You spied on us, you told the others, you told _the Princess, you had me taken away from Twilight… just because you were __**jealous?**_"

Spike's anger made Rarity feel very, _very_ small. "…yes. I was jealous of the attention you were giving Twilight." She then stammered, "B-But I never meant for all this to happen! I thought that the Princess would only lecture you two! I didn't think she'd have you taken away!"

Spike crossed his arms over his chest and snorted. "You were jealous of Twilight? _You_, who could have any stallion in all of Equestria?" The sparks had ceased, but smoke continued to rise from his nose.

"But I don't want just any stallion!" Rarity cried in despair. "I don't even want a _pony! I want_… I want _you_, Spike. You have no idea how much your compliments mean to a…" She looked down, her voice dropping an octave. "…to an old nag like me." She looked up at him again. "Who made it a rule that only young ponies can have any fun?"

Spike's anger slowly ebbed away, to be replaced with another feeling- pity. He wanted to be angry with Rarity, he really did… but one look into her eyes was all it took for that anger to evaporate into nothingness. The situation wasn't helped when Rarity asked pitifully, "Well, don't you want me too?" He would have been lying if he said he didn't want her. But after everything she had done, he wasn't just about to throw himself at her. So with a heavy heart, he took a deep breath and replied, "No."

"N-_No?_ But Spike, I-"

"Rarity, everything that's happened over the last couple days… well, it was because of you. So now, you need to own up." He paused for a moment to think. "Put your hooves up on that table."

Rarity walked up to her worktable and put her forelegs on it. "Now stick out your rump." She complied with a wiggle and a flick of her tail, but Spike spent no time admiring the fashionista's rear- not while there was work to be done. Now that Rarity was in place, he reached back a claw, and smacked her rump with all the strength he could muster.

"_**Eep!**_" Rarity squirmed in pain, an angry red mark appearing where his hand had met her flank. But he wasn't done yet. He reached back and smacked her rump again, leaving another red mark and eliciting another pained cry. Spike took no pleasure in doing what he needed to do… or so he told himself. But he couldn't lie; every one of Rarity's cries of pain caused a pleasurable twinge between his legs. He wondered if there was something wrong with him for taking pleasure in another pony's pain.

Minute after torturous minute passed as Spike spanked the white unicorn; when he finally lowered his stinging hand, Rarity's entire rump was as red as an apple. "Please," she sobbed. "…no more. _No more!_ I'm sorry, _I'm sorry!_ I know that I can never make up for what I did, but please have mercy! _Please!_"

Spike walked alongside the unicorn before putting a claw under her chin, turning her face toward his. He asked, "Are you ready?" Rarity squeezed her eyes shut, a mere whimper serving as her reply. They shot open when Spike planted a soft kiss on her lips. But just as soon as it had come, Spike pulled back. "Now, do you think you've learned your lesson?"

"Spike I… after everything I've done, I think there's much more in order for me than just a spanking!"

"I'm not asking you to make anything up to me. I'm asking if you think you've learned your lesson."

She lowered her head; she didn't deserve any mercy. She deserved to be punished by Spike for as long as he wanted. "…No. No I haven't."

"Well, if that's what you really think." In truth, Spike thought Rarity had suffered enough. He walked back to her flank, finally allowing himself to admire it. He ran a hand over it- it was hot to the touch. Rarity squirmed, but she bit her lip to keep any pained sounds from escaping. As he lifted her tail, he told her, "_This_ is for calling yourself old."

Rarity squealed when Spike plunged his face between her flank-cheeks. Spike wasted no time by teasing, his tongue diving directly for her clit. A deep, satisfied moan escaped her throat as she laid her chest on the table, making no attempt to stop Spike's services- it had been _far_ too long since a stallion… since _anypony_ had lavished this kind of attention on her. It wasn't long before Spike's tongue started tracing a steady path upward. Although Spike had never done… _that_, Twilight had been generous enough to let him do some _teasing_, with both his claws and his mouth. Spike knew exactly what to do.

Rarity nearly shrieked when Spike's tongue flicked across her asshole. Her legs began to shake violently as it traced circles around the rim. "_Hah… oh… Spike…_ that's _perfect_… oh, this is better than being eaten out… _nnn_… it's better than _fucking…_" She drove her hips back, trying to force his tongue inside of her- he got the hint, and she screamed as his tongue penetrated her, the possibility of someone overhearing not even a ghost of a thought in her mind. But all of a sudden, Rarity's legs gave out, dragging her to the floor and bringing a premature end to Spike's ministrations. At once, Spike jumped to her side and asked, "Rarity are you okay?"

She huffed in reply, "Don't… don't worry Spike… I'm just… fine…" In reality, she was better than fine. In fact, she hadn't felt quite like this since her wild years. She felt… young. _Sexy_. Like every stallion in Equestria… neigh, every stallion in the _world_ was hers for the taking, and it was all thanks to the young dragon standing at her side. Rarity thought that a reward was in order for him. "Well, I'm glad to see I'm not the only one who got excited," she said, eyeing the scales between his legs where his member was just beginning to peek out. "Sit, would you kindly?"

No sooner had he sat down that Rarity buried her muzzle between his legs. She kissed the tip of his member, and almost immediately, the rest slid into her waiting mouth. She sucked on it forcefully, running her tongue up and down its entirety, letting out a deep moan as Spike began to rub her ears. Rarity wasn't bothered by his smaller size- she had long since discovered that size wasn't necessarily an indication of skill. She was amazed- to think that a cold-blooded dragon could be so _warm_ beneath those scales.

Spike shuddered as Rarity's tongue massaged the underside of his member- to him, it seemed as though she was feeling around for something. But then, to his disappointment, she pulled away. "Where are your balls, darling?"

His what? "My what?"

"You know, your balls." Spike simply stared at Rarity, confused. "Your… _testicles?_"

"Oh! Um… Twilight told me they were internal." Spike remembered the day he learned that- he'd received his first impromptu sex ed lesson from a very red-faced Twilight after he'd asked what the dangly bits between a colt's legs were (and why he didn't have them).

"They are? Pity. I guess I'll have to find some other way to make up to you. …And just so you know, I never spied on you."

"Then, how did you…"

"Little things, darling. It was the little things. …I know how a mare walks after a good rutting."

What Rarity said made Spike realize something. "You know? Then, that means…"

She nodded. "Yes. I'm sorry to tell you this Spike, but you're not my first. But I want to give you something, something I've never given to anypony else." She ran her tongue over his member for a few moments, making sure to get it nice and wet, but before Spike could really enjoy himself, she pulled away. Spike's protest died in his throat when she turned around, exposing her flank to him. "I… I want you to… to put it in my… _my_…" She just couldn't say that last word- having to ask that just felt so… _dirty_.

But Spike understood he request, and he could only stand slack-jawed, completely and utterly paralyzed. "Oh, I know it isn't much Spike, but it's all I have to give." When he didn't reply, she backed into Spike's lap; he was finally snapped back to reality when Rarity began to rub her flank against his dick. At once, he grabbed his member and positioned himself at her rear entrance. He pushed… but there was absolutely no give. He pushed harder, but still, he was denied entrance.

"_Hah_, slowly darling." Rarity huffed. "Start slowly."

"Wait, I thought you said you've never done this with anyone before."

"And I haven't. But that doesn't mean I can't find out about this sort of thing on my own."

Spike pushed again; this time, the tip of his member went in ever so slightly. She let out a small whinny before clopping her hooves over her mouth in shame. It was so unladylike, but she couldn't help it- it just felt too damn good. She would willingly give away all of her toys if it meant she could keep Spike to herself. As soon as that thought had come, she pushed it away- it was that sort of thinking that started this whole debacle in the first place.

Finally, after what felt like ages, Spike fully seated himself inside of Rarity. The difference was readily apparent- the ring of her asshole hugged his cock tightly, far tighter than any mouth or pussy ever could. The heat from his member seemed to fill her entire body with a pleasant warmth; Spike could beat out any of her toys any day of the week, Rarity thought. He heard her taking deep breaths through her teeth. "Rarity, are you okay? Should… should I stop?"

"No… I'm alright dear. Just remember what I told you." Spike nodded, though Rarity couldn't see it, and slowly rocked his hips; things became much easier now that he was actually inside. He was in absolute heaven- it was a million times better than he thought it could be. He wished he could have shared this moment with Twilight, but at the very least, he was glad he could share it with a pony he truly cared about. But Spike wasn't the only one having the time of his life. Rarity's tongue lolled out of her mouth as the young dragon worked his magic- she could definitely see why Twilight had been so happy for the last few weeks. She let out a much louder whinny as his member slid past one particular spot, abandoning any semblance of properness.

Much to her impatience, he stopped. She looked back. "What do you think you're doing? That was _perfect!_ Keep going!" He complied, and Rarity let out a deep, content sigh as he resumed thrusting. But unbeknownst to her, Spike began to slide his claw over her rump, and down between her legs- she only became aware of his intent when she felt something touch her nethers. She nearly screamed- the pressure mounting inside rapidly escalated to the breaking point, far sooner than she would've liked. She squirmed, she writhed, she clamped her legs shut, she did anything she could to delay the inevitable for as long as possible. But it was all for naught.

"_Oh __**fuck!**__" _Rarity suddenly clenched tightly around his member and his fingers, but Spike could only gape as a long string of _very_ unladylike profanity left her mouth. It took a few moments for her to regain her composure. "_Oh_, oh I'm sorry dear, but you… you're the best I've ever had. I mean it."

Spike couldn't help but blush. "…Thank you. That means a lot to me."

The lovers began tom lean in for a kiss when a knock sounded from the front door. After a moment, Applejack let herself in, calling, "Rarity I'm here! Now let's get back to that storeroom and-" Her eyes fell on Spike and Rarity. She stared at the two, eyes wide, jaw slightly agape- the two stared back, frozen in shock. "Wha… _what in __**tarnation!**_" The surprise on Applejack's face was replaced with unfathomable anger. "_Ah can't believe what Ah'm seein'! You tell on Twilight for sleepin' with Spike, and not two days later I walk in on you doin' __**the exact same thing!**__ How much lower can ya get! I mean, how in the world can ya do somethin'… _somethin' so… dirty…" A bright red blush crept across Applejack's face, and she brought a hoof up to her mouth. "_Oh mah stars…_"

From his position, Spike couldn't see the devious smile breaking across Rarity's face. "Oh, Applejack. You're early," she said, calmly. She would have been much more embarrassed if this sort of thing hadn't happened to her before. "I'm sorry to ask this of you Spike, but would you mind…"

He understood, and with a disappointed sigh, pulled out of Rarity and climbed off her rump. Rarity headed for the door; as she approached, Applejack stammered "J… Just what in the hay do you think you're doin'?"

"Just a little bit of stress relief. It's nice to be able to relax every once in a while." She put her hooves on Applejack's shoulders. "You feel tense, dear. Perhaps, you would like to join us?"

"W…What? I couldn't do that! What if somepony finds out?"

"Nopony would ever have to know, darling." Rarity sent Applejack's hat spinning to the floor with the flick of a hoof, eliciting a surprised "_Oh!_" from the earth pony. "It would be our secret: yours, mine… and Spike's."

Applejack's mouth moved, but no sound came out. "Still hesitant, are we? Don't worry; I have just the thing for you." Without warning, Rarity leaned forward and kissed the orange pony on the lips. She let out a muffled cry in surprise and tried to pull back, to be stopped when the fashionista wrapped her forelegs around her middle. Her struggling ceased, and though she didn't kiss back, she offered no resistance as Rarity's tongue probed the inside of her mouth.

Spike could only gawk at the spectacle unfolding in front of him. Now, while she may not have been as highly regarded as Twilight or Rarity or even Fluttershy, Spike had to admit that he did find Applejack attractive. She had a lovely, shiny coat; her body was muscular and athletic; she had the most beautiful green eyes he'd ever seen on a pony; he couldn't help but find her accent surprisingly alluring; and her mane was absolutely stunning, when it wasn't done up in a ponytail. And to top it off, she was kissing Rarity. And not just a peck on the lips kind of kiss, either- it was a full on make-out session. The sight of these two beautiful mares kissing would be seared into his memory until his dying days.

Rarity broke the kiss when she realized Spike was staring at them. "Oh goodness, I'm terribly sorry, Spike. Did you want to join us?"

Spike jumped when his name was called. "M-Me? Oh no, no. I uh, I wouldn't want to interrupt."

"But it would be such a shame for a handsome young dragon like you to be left out of all the fun. Wouldn't you agree, Applejack?"

The earth pony's face somehow turned even redder than it already was. "Uh, I guess so…"

Spike floated over to the two without any further prompting. As he approached, Rarity draped a foreleg around his shoulders, and her other around Applejack's. Then, she pulled _both_ into another kiss. Kissing just one pony for the first time had been amazing; kissing _two_ was, in a word, _mind-blowing_. Rarity's tongue glided effortlessly between Applejack's and Spike's- he tried, without much success, to mimic her movements. Even Applejack couldn't remain stoic, and she too mimicked Rarity's motions.

Then, ever so slowly, Rarity began to pull away from the three-way kiss. She'd already had her spot of fun, so it was only fair that she let Applejack have hers. Fortunately for her, neither Spike nor Applejack seemed to notice that a tongue had gone missing. As she watched the two's awkward kiss, she unconsciously began to slide a hoof down between her haunches. She couldn't help it- she'd learned long ago that she loved to watch other ponies be intimate, and seeing two of her closest friends rut would be a _very_ special treat indeed.

As the kiss continued, Spike began to realize that something seemed to be missing… but he couldn't figure out what until he opened his eyes and found himself staring into Applejack's. He quickly spotted Rarity off to the side, a hoof between her rear legs. "Rarity, what are you doing?" he asked.

"Oh, don't mind me," Rarity said, still unashamedly rubbing herself with her hoof. "I was just going to let you two get… _better acquainted_. And don't look so worried, Applejack. You're in good hooves. Or claws, as the case may be."

Spike looked back to Applejack- saying she looked worried would have been like saying the inside of a volcano might be a little warm. "Applejack," he began, "you don't have to do this if you're not comfortable with it. We can stop right now if you want."

"It… it's okay, Spike. I'll do it."

"Alright, if that's what you want. …We'll start slow. Is that okay?"

"That's fine…" A few moments passed- then, Applejack wrapped her forelegs uncertainly around Spike's smaller body. He gave an encouraging smile, letting her know she was doing just fine- she gave a timid smile in return, before kissing him. He kissed back, and ran his fingers through her mane, pulling out her hair tie when it blocked his progress; she let out an adorable surprised moan as her gorgeous mane fell freely. She lied down, pulling Spike on top of her, caressing his body with her hooves, just the way he liked- to his delight, she seemed to be warming up to him, taking control of the kiss.

Soon, much too soon, she pulled away. "I gotta say Spike, that's quite a tongue ya have," she said. "I hope you wouldn't mind showin' me what else ya can do with it."

Spike stifled a laugh in the face of Applejack's clumsy come-on. "Anything you want." Rarity's interest piqued as Spike began to climb down to the earth pony's haunches- finally, things were starting to get interesting. Kissing was alright, but if you weren't taking part in it, it was just so _dull_ to watch. Before long, Spike face was at the level of Applejack's marehood. He didn't dive right in, as he had with Rarity- instead, he wanted to take his time. So, ever so gently, he began to rub the sides of her slit.

A very uncharacteristic squeak escaped Applejack's mouth- her back arched instantly, and she clamped her legs together, trying to keep the foreign sensation at bay. "You okay Applejack?" Spike asked.

"Yeah, I'm alright. It was just… _different_ than when I use mah hoof."

"You want me to keep going?"

"Do ya really need ta ask?" Spike set to work again without another word. She didn't kick like Twilight did, but Applejack's legs twitched uncontrollably as Spike massaged her slit. She let out a deep, content sigh- she hadn't been this relaxed since that one trip down to the spa a few months ago. "Spike?" she asked. "Ya ever consider- _nnn… _gettin' a job down at the spa? It'd give me a reason to go more often."

"That's a marvelous idea, Applejack," Rarity replied. "You really should put some thought into it, Spike. It would give me a reason to go more often too. And just think of the benefits- being able to rub you claws all over mares' bodies all day long… and those twins can be _very_ friendly. Why, you'd be the envy of every stallion in Ponyville."

An embarrassed "Uh…" served as Spike's only reply. As time passed though, Applejack began to grow more and more impatient. It' wasn't Spike's fault- the young dragon was doing a fine job with those claws of his. But it just felt like… _something_ was missing, something his claws just couldn't provide. "C'mon Spike, quit teasin'. Just… put it in already."

"Are you sure?" The look Applejack shot at him was all the answer he needed. He climbed up, positioning himself to enter her. She did her best to hide it, but Spike noticed her worried expression as the tip of his member brushed against her love. "Is everything alright, Applejack?"

"Yeah, everything's fine. Don't worry about me" He eyes darted from side to side, like they had when she was under Discord's influence- a sure sign she was lying.

He quickly figured things out. "…Are you a virgin?"

"What, me? No way!" A pause. "Well, maybe a little."

Rarity hadn't expected this. She could tell that her other friends were virgins for obvious reasons (Fluttershy's timid nature, Twilight's studies under the Princess, Rainbow Dash's… lack of interest in stallions) but Applejack was the last pony she expected to still be a virgin. Although, as she thought about it, it began to make sense- being the little sister of the biggest, strongest stallion in Ponyville likely had a hoof in her situation. "Well, that's nothing to be ashamed of," she said. "Just remember, it won't hurt as long as you relax."

"Gotcha." She looked down at Spike- when their eyes met, she wordlessly gave him a small nod. Spike understood- she was ready. So, member in hand, he guided himself to her entrance, and after a moment's pause, pushed inside.

She gasped… but in surprise, rather than pain. Maybe it was because Spike was much smaller than a pony. Maybe it was because he knew what he was doing. Maybe it was because, as Rarity said, she'd just needed to relax. But whatever the reason, there was no pain, and for that she was thankful. Heat filled her body, emanating from where she and Spike were joined, and a tingling sensation filled her belly. She wanted more.

So much more.

"Spike, I need ta ask ya somethin'," Applejack said.

"What is it?"

"…Don't hold back, 'kay? Whatever ya throw at me… I can take it. Trust me."

"I always figured you'd like it rough- _**Gah!**_" Spike's smart-aleck comment earned him a whack on the rear. "Ya got anything else to say, smart-mouth?" Applejack asked. He shook his head. "Good. Now get to it, lover boy."

Spike complied with her request. He started at what he thought was a good pace, Applejack's pleased groan bringing a smile to his face. A part of him deep inside told him that he shouldn't do this, that he should feel guilty, that he should _hate_ what he was doing… but he didn't. Who could hate _this?_ He'd bedded more mares over the last few days than some stallions did in their whole lives. But they weren't just any mares- they were his friends, mares that each held a very special place in his heart. That part inside of him asked how Twilight would have felt if she knew he was sleeping around with all her friends behind her back. He ignored the question.

Meanwhile, Applejack was enjoying herself in earnest now. _This isn't too bad_, she thought. _This isn't bad at all._ As soon as she got home, she was gonna kill Big Macintosh for lying to her. But as pleasant as it was, she had a feeling it could be even better. "Is this it?" Applejack huffed. He looked up at her, his face flushed. "Is that… the best ya can do? Go… faster."

Spike took the bait and sped up. "Faster."

He sped up more. "Faster!"

Every time he sped up, she would urge him to go faster. Before long Spike was thrusting his hips as hard and as fast as he could, his tail thumping against the floor. Applejack let out a long, content moan as Spike pounded against her- . But to her disappointment, Spike suddenly stopped and slumped against her belly, gasping for breath. It took a few seconds for him to recover enough to say, "_Hah… hah_… sorry… just… give me… a moment… need to… catch my breath…"

"Don't tell me you're tired out already, Spike. We were just gettin' started."

"Now Applejack, go easy on him," Rarity interrupted. "He's had quite a long day."

Applejack looked over at the fashionista. "Hey, you stay out of this! I can use 'im however I want." She turned her attention back to the young dragon. "C'mon Spike. Show me why Twilight likes ya so much."

"I'd love to…" Spike huffed back. "Problem is… you don't… have a horn…"

"Oh, so you've done _that_, have you?" Rarity asked. "I can't believe I never thought to ask you- it's been too long since I've had a good horn-polishing."

"Well get in line. I ain't done with 'im yet," Applejack replied. Recognizing his cue, Spike went back to work. He didn't go as fast, but he pushed in deep; unable to kiss her normally, he kissed her belly, running his claws over her belly, her rump, her haunches, her teats, anywhere he could reach. Applejack let out a deep, satisfied moan, rubbing her hooves all over Spike's much smaller body, and she thought to herself, _He really should consider getting that job down at the spa._

As her friends' lovemaking intensified, Rarity rubbed her hoof harder against her nethers. She wanted so desperately to run upstairs and grab one of her toys, but to miss even one second of the show in front of her was absolutely out of the question. She would merely have to content herself with her hoof. But it was so very, very difficult. Pangs of jealousy stabbed at her heart like knives with every pleasured sound her earth pony friend made. Resentment flared in her chest as she watched Spike slip a claw between Applejack's legs. She winced in pain as she drove her hoof against her slit as hard as she could, as she watched Applejack's legs twitch and heard her cry out as Spike simultaneously massaged and pounded her glistening pussy. She was fighting a losing battle against the urge to run up, pin Spike to the floor, and take him again. Or maybe she'd pin Applejack to the floor and take her- at this point she was beyond caring.

Finally, Rarity couldn't take it any longer. Her hoof was no longer enough to satisfy her- she wanted… no, she _needed_ a body pressed against her own, be it Spike's, Applejack's, or anypony else's. Hell, she would've taken one of those atrocious diamond dogs as long as it could perform. She got up and unceremoniously tossed Spike off of Applejack, before pressing her lips on the earth pony's and pinning her to the floor. Rarity grinded her body furiously against her friend's, desperately seeking a release for the tension mounting inside her.

Any protest Spike could've mustered was preemptively silenced as his eyes fell on the spectacle in front of him. He watched, dumbstruck, as Rarity rocked her hips against Applejack's, her gorgeous rump swaying in the air, their swollen clits rubbing against each other. It was happening right before his very eyes, and yet he still couldn't believe it- he was watching Rarity and Applejack, two of his very best friends… have sex. Could… could two mares actually do that? He'd read about such things in Twilight's secret stash of dirty books, but he always thought it was just a fantasy cooked up by some perverted author, not something that happened in real life.

He subconsciously slid a hand down to his member as he watched, uncertain if he should or if he even _could_ join in. His doubts were silenced when Rarity broke the kiss and shot a look at him. "_You. Here. __**Now.**_" He walked over hesitantly; Rarity looked back at him, her impatience growing more apparent as he continued to stand there doing nothing. "What are you waiting for? A written invitation? Fuck us!"

"Okay, okay! Just, let me figure out who to start with. I mean, it's not like I can do you both."

"Sure you can. You're smart, and you have all the right tools. You'll figure something out." She then went right back to kissing Applejack without another word.

Spike looked on in confusion. It was pretty obvious that by "tools," she meant his penis… but he only had the one last time he checked. She must have included something else. It couldn't be his claws- his arms weren't long enough. Wait, maybe she was also talking about… yeah, that would work! Rarity was a genius! Why hadn't he ever thought of that before? "Hey Rarity?" he began; when she looked back again, he wrapped his arms around her neck and kissed her. As he pulled back, he told her "You're a genius."

"I already know, darling. Now, if you don't mind…" At once, Spike hobbled up to the lovemaking mares with his tail between his legs- honestly, how had he not thought of this before? He stopped to watch their bodies grind together, haunches glistening. He couldn't help it- he thought it was an honor to be able to witness such a beautiful sight. His admiration was interrupted when he heard Rarity clear her throat. Right, he had a job to do. With care, he placed the tip of his tail on her entrance, rewarded with a small, muffled cry for his effort. Grabbing a section further up, he flexed his tail so it was straight as an arrow, and pushed it inside.

Applejack's scream was instantly cut off when Rarity pressed her lips against hers. Spike felt her inner walls grip his tail tightly- he flexed it a few times, each one eliciting a muffled cry from the earth pony. With that out of the way, he mounted Rarity. …Or, he tried to. In spite of his most valiant efforts, Spike simply could not hoist himself up into the proper position. Why did ponies have to be so tall? He could get something to stand on… but then he'd have to pull out of Applejack. Well, maybe he could grab onto Rarity's tail and-

All of a sudden, Spike felt himself being lifted by an invisible force. It lifted him up only a few feet, before gently putting him on Rarity's rump. "There you go," the unicorn said. "If you needed a hoof, you should've just asked." Spike's face reddened a little. "Now, is everypony ready?"

"Uh-huh," he heard Applejack reply. He merely nodded dumbly.

"Good. Now Spike, if you would…" It took a bit of adjusting, but he inserted himself inside Rarity again. "_Mmm…_ keep going." Spike didn't need to be asked twice, and started moving his hips.

It was difficult with no feet on the ground, but somehow, Spike managed. He thrust his hips, and flexed his tail, eliciting muffled cries of pleasure from both mares. His chest puffed out with pride- it wasn't enough that he was with two mares at the same time, but he was making _both_ of them feel good, too. Who else could say they could do that? But still, each muffled sound of pleasure brought a pang of jealousy to Spike- he wanted to be a part of that kiss again. But he was too small, so he would just have to content himself by kissing Rarity's back. The pressure that had been building inside all three was finally coming to a head.

Rarity's and Spike's combined assault soon proved to be too much for the earth pony to handle. As pressure mounted, she let out a long string of increasingly desperate whines, wordlessly pleading for release. Her wish was granted just a few short moments later. She screamed… or, she tried to; Rarity kept her lips firmly against Applejack's, ensuring nopony would hear the bulk of it. But that muffled cry of pure, unashamed pleasure nearly drove her and Spike over the edge. Applejack's body seized as her orgasm washed over her- she slowly relaxed as it faded, rocked by a few more spasms of pleasure, before finally going limp, releasing her vise-grip on Spike's tail.

With Applejack satiated, Rarity thought it was time for her own "grand finale." In any other situation, she would have simply asked Spike to tend to her, but since both his claws were occupied with holding on for dear life, she'd have to take matters into her own hooves. As her horn began to glow, she tried to remember the special technique she discovered- it had been a good many since she'd needed to use it. Fortunately, she did, and a throaty moan escaped from deep insider her as she massaged the outer edges of her marehood with her magic.

Spike noticed the glow surrounding Rarity's horn. A wicked idea entered his mind, and he pulled out of Rarity; she didn't seem to notice. Slowly, he inched up the unsuspecting unicorn's back, until he was right at the base of her neck. She still made no indication of being aware that Spike had stopped rutting her. Making sure he had a good grip, he sneakily reached his claw up and wrapped it around her horn.

Rarity shrieked almost instantly, breaking her kiss with Applejack. She tossed her head around, trying to free herself from Spike's grasp, as pleasure unlike any she'd felt in a good long while coursed through her body. Fortunately for Spike, his "experiments" with Twilight meant knew just the right way to hold onto Rarity to keep from getting thrown off. She bucked wildly, as though trying to throw off the pleasure, Spike continued to hold firm. Before long, Rarity was able to finally get a hold of herself- the pleasure wasn't anything new, but Spike could have at least given her a warning before grabbing a lady's horn liken that. Within mere moments, she was brought to her limit. She couldn't help but feel more than a little jealous of Spike- there was seemingly no limit to what those claws of his could do. All she could do was squirm, futilely trying to stave off the inevitable.

All of a sudden, Rarity cried out as bright white sparks shot out of the tip of her horn. A few more sparks shot weakly out of her horn, before Rarity collapsed onto Applejack, eliciting a pained "_Oof!_" from the latter, huffing. Spike prepared to climb down from Rarity's back when she suddenly bucked upwards- as he'd loosened his grip, Spike fell to the floor and landed on his head. "Oh, I'm terribly sorry dear," Rarity said. Once again, Spike felt an invisible force lift him, turning him towards the two mares in a sitting position. "But I need to ask you something. …Have you cum?"

"No, not yet," he replied. It was true- in all this time, even when it had just been him and Rarity, he had yet to cum.

"Well now, we certainly can't have that. Applejack, would you mind helping me with Spike's 'problem?'"

"Not at all." Rarity's head moved between Spike's legs, and Applejack followed her lead. The unicorn unhesitatingly licked his member, and the earth pony did the same. Now Spike was the one to cry out. Rarity's tongue swirled and danced around Spike's cock with unmatched expertise; Applejack simply licked from the base to the tip, but even then there was a sort of elegance to her simple technique. From time to time, their tongues would meet- when they did, both mares would kiss, enveloping his shaft with their warm, soft lips.

The mare's looked up at him; Applejack's eyes were dark and sultry, while Rarity's were wide and sparkling, feigning innocence. As Spike looked at her, he realized something, and he had to look away.

The way Rarity looked at him at that exact moment was the same way Twilight looked at him when she serviced him.

His face reddened, not from embarrassment, but from shame. How could he let this happen to him, again? He closed his eyes, trying to imagine Twilight's disappointed face when she found out what he had done in his time away from her. But it didn't work. Not being able to see what was being done to him only enhanced the sensations he felt. Spike cried out again as he felt Applejack take his length into her mouth, feeling as though she were sucking the guilt right out of him. The disappointed Twilight in his mind morphed into the Twilight who sucked him off. He opened his eyes- he couldn't bear to see that image now, even if it was all in his head.

He opened his eyes to be greeted by the sight of Applejack bobbing her head up and down over his cock. He watched as a very impatient Rarity moved in and placed her lips on the side of his shaft as Applejack moved up. The two mares kissed Spike's member, they sucked it, swirled their tongues around it, the young dragon completely and utterly at their mercy. Their rumps swayed in the air, as though inviting some unseen stallion to mount them. He shuddered; the pressure that had been mounting this whole time was finally reaching the breaking point. His hands drifted over to their heads, and he began to rub the ears of both mares; Applejack made a surprised gasp, while Rarity just closed her eyes and let out a satisfied moan. As always, he wished he could do more for them.

Rarity stopped sucking when Spike let out a particularly loud cry. "Are you close darling?" she asked; Spike could only nod. "I see. Applejack, you can stop now. I have something in mind for the three of us." Her horn glowed, and before Spike knew what Rarity was doing, a strip of cloth tied itself around his mouth. "Trust me dear- you'll need that. Now Applejack, you just sit here next to me and open your mouth. But keep your eyes closed. I don't know how much different a dragon's cum might be from a pony's, but I know you do _not_ want any of it getting in your eyes."

"Okay then." Applejack did as she was asked, opening her mouth while keeping her eyes closed.

Satisfied, Rarity turned her attention back to Spike. "Now Spike, would you stand up, please?" He stood. "Are you ready?"

He nodded. "_Mm-hmm._"

A devious smirk crossed the fashionista's face, and her horn began to glow. "Oh trust me, darling- you aren't."

"_Hmm?_" Spike asked. His answer came almost immediately after. This time, Spike was the one to shriek. It felt as though _something_ was massaging his dick… both on the outside _and_ the inside. His member felt as though it were both on fire and frozen in ice all at once. He reflexively tried to pull away, but the invisible force that assaulted his dick held firm. The sensations were simply too much to bear; in a snap, he could feel his orgasm coming, and nothing would be able to stop it. He tried one last time to picture Twilight, and all the hurt and anger and disappointment she would undoubtedly feel when she found out about what he had done.

The image was lost as a tidal wave of pleasure consumed him.

He cried out again, as a spurt of cum forcefully shot out of the tip of his member. Applejack let out a surprised cry as the hot seed splattered on her face; Rarity didn't, her tongue leaving her mouth to catch any stray spurts. A few more spurts coated the mares' faces, and then it was over. Spike panted, exhausted by what had been without a doubt the best orgasm of his young life. The glow around Rarity's horn faded- now released, Spike's rear dropped to the floor, and he flopped down onto his back.

The unicorn licked her lips, catching all the seed she could, and unhesitatingly swallowed. "_Mmmm…_ _delicious_."

"Wow, there's so much," Applejack said, looking at the dragon seed that coated her companion's face. "Is it always like this?"

"What, this? Oh this is nothing compared to some stallions I've had. Now hold still while I clean you up…" Rarity began to lick the cum off of Applejack's face; Applejack laughed, before returning the favor. Before long though, their tongues began to dance around one another, only for a brief moment at first, but for longer and longer each subsequent time. Eventually, each mare's tongue found its way back into the other's mouth. Rarity pushed Applejack onto her back, taking full control of their kiss; Applejack was enjoying herself too much to try and take the lead from her.

Spike paid no attention to the kissing mares as he laid there on the floor, catching his breath. He had only one thing on his mind:

_It happened again._

Spike rose to his feet and crept over to where his clothes were piled up as quietly as he could. Fortunately, the two mares were too enamored with one another to notice him. Ordinarily, he would have stayed- he _wanted_ to stay, but something about this whole situation rubbed him the wrong way. Until he could figure out what it was, he needed to get out of here, and avoid any of his other friends in the meantime. He dressed himself, wiping himself off with his improvised gag, before slinking out the door.

For a few moments, Rarity and Applejack continued to kiss, oblivious to the young dragon's departure. Then, Applejack blinked. Then, she blinked a few more times. Then, she began to squirm beneath Rarity, struggling to break off the kiss. "Mmmph… _mmmph! Get off me!_" She pushed Rarity off and quickly got to her feet.

Dusting herself off, the unicorn replied "There's no need to be so rough, Applejack."

Fuming, the earth pony looked around for a certain baby dragon, but he was nowhere in sight. She grabbed her hat off the floor and jammed it back on her head. "Oh, that Spike! As soon as I get mah hooves on that little deviant, they're gonna be buryin' what's lefta him in a matchbox!"

She charged for the door, but was stopped when Rarity grabbed hold of her tail. "Darling, look at yourself," Rarity said. "What would everypony think if they saw you like this?" Applejack looked down at herself. She was still covered in various… _juices_ from their little threesome- as much as she didn't want to wait, Rarity was right. She definitely couldn't go out in her condition.

The fashionista grabbed a strip of spare fabric and tossed it over to Applejack. "Ordinarily I'd recommend taking a bath after something like this- Celestia knows I would. But at the very least you should wipe yourselves off." Rarity grabbed another fabric strip and began cleaning herself. "We should head over to Twilight's; I'm starting to think she isn't the problem."

Applejack began to wipe herself down as well. "Fair enough. But if I see that little _rapist_ again, his ass is grass!"

* * *

><p>"Aaaand… <em>done!<em>" Rainbow Dash cried as she slipped one last book on the shelf. She looked around the library, satisfied; it had been tough work, but the lower section of the library had been no match for her mad book-organizing skills. "Twilight, I finished cleaning up my half of the library!" she called. There was no answer. "Hey Twilight! Did you hear me?" Still no answer. She flew to the upper section of the library, but the purple unicorn was nowhere in sight. "Twilight! Where'dja go?"

"_**Hddnnn!**_" The bathroom door flew open, and Twilight hopped out. Numerous brushes floated around her, working her over- one brushed her mane, another her coat, a third her tail, and a fourth her teeth. In addition, a file was currently working on one of her rear hooves. "Twilight? What are you doing?"

"_Mmphh dnnn mmfh nnn phhh mmmm ffmph nng mmph_."

"Uh…"

Twilight spat out the toothbrush. "Sorry. I said that I finished my half of the library early, so I took some time to clean myself up."

"That's a relief. I'm glad you're getting back to your old self, Twilight."

All of a sudden, the library's front door was thrown open, and a very disheveled Applejack and Rarity walked in- their manes and tails were ruined, and their coats . Rainbow Dash glided down to them. "Whoa, you guys look awful." She sniffed. "And you smell. What happened?"

"What happened? _What happened?_ Spike _raped us_ that's what happened!" Applejack shouted.

Rarity put a hoof on the earth pony's shoulder. "Applejack please, contain yourself."

"He what?" Twilight asked, teleporting down to the other three ponies. There was no way it could be true- Spike didn't have the size or the strength to force himself on _one_ pony, much less _two_. "He… he wouldn't. He _couldn't_…"

"Well, he didn't try to hold me down or nothin' like that. But he did _somethin'_ to me. I mean, one minute I'm just fine, but then I look into his eyes and before I know it, I get all weak in the knees and start throwin' mahself at him!"

Rarity brought a hoof up to her chin. "Hmm… now that you mention it, the same thing happened to me. I looked into Spike's eyes, and then… I-I just couldn't stop myself!"

What Rarity just said jogged something in Twilight's memory. "Wait, what did you just say?"

"I said I just looked into his eyes, and then-"

She didn't have a chance to finish. Twilight raced off to grab her copy of _The Complete Unabridged Encyclopedia of Dragons, 3__rd__ Edition_ and slammed it on her desk. She tore through page after page, looking for the section about reproduction. Before long she found the section and rapidly skimmed through it; dragons began their mating cycles fairly early in life, if unable to find a dragon of the opposite sex they will attempt to mate with any creature of a similar size, if prevented from mating entirely dragons will go on highly destructive rampages which can last for several days… blah blah blah, boring boring boring.

She found what she was looking for. "Guys come over here!" She shouted. "Take a look at this!" She pointed to one particular sentence as the others gathered around the book. Rarity read it aloud: "Approaching a dragon undergoing its mating cycle is always a risky proposition, but this is especially true of dragon breeds capable of using magic. This is because these dragons can utilize their abilities, either accidentally or purposefully, to compel their targets to… mate… with… them."

The four merely looked at each other in silence, before Applejack said, "We need to check on Fluttershy."

"You guys go on," Twilight said, pulling a few more books about dragons off her shelves. "I have to stay here. Maybe one of these books can tell me how to stop this."

"I think you'd better come with us Twilight. We'll need you."

"But I'm still under house arrest. I can't leave the library."

"I agree with Applejack," Rarity said. "You know Spike better than anypony here. We might need you to calm him down and explain what's happening to him." She turned to Rainbow Dash. "Now, Applejack, Twilight and I are going to Fluttershy's house to check on her. Rainbow Dash, you should fly over the town and keep an eye out for Spike. Bring him over right away when you find him. He isn't in trouble- just tell him that we need to have a talk."

The blue pegasus nodded. "Right." And in a flash, she was gone.

Rarity headed for the door as well. "Well girls, we should be off. Oh, and Twilight, take that book with you. It might tell us how to get Spike back to normal." She stepped outside. Applejack followed her, and, after a moment's hesitation, so did Twilight.


	7. Hot Streak

**Chapter VII: Hot Streak**

When he was a good distance from the boutique, Spike finally slowed down. He began to wander aimlessly through the streets of Ponyville, a hand on his chin. Something was wrong- more specifically, something was wrong with _him_. He was sure of it. But what could it be? Did someone cast a curse on him? If that was the case, what would they hope to gain from a curse like this? Then it hit him- maybe whoever did this was trying to ruin Twilight's reputation! He could think of only one pony who would want that- Trixie. But Spike soon realized a few holes in his theory- if she'd cast a spell on him during the day, he would've noticed. And trying to break into a pony's house at night in this weather? It couldn't be done. So, maybe it wasn't Trixie.

Ruling her out, the list of possible culprits was limited. It could have been Gilda… but griffons couldn't use magic, and she didn't seem the type who'd hire somepony to do something like this. And at any rate if she were angry with anypony, it would most likely be Pinkie Pie or Rainbow Dash, not Twilight. Discord could be behind this again… but he was still trapped in stone, and this just didn't seem like his style. But it _had_ to be _someone_. But who? Who could it-

All of a sudden, Spike crashed into something, knocking him on his butt. "Hey, watch where you're going!" a mare yelled irately at him. Spike looked to see a cyan unicorn standing over him- Lyra. Standing next to her, as always, was Bon-Bon. Her expression softened when her eyes fell on the young dragon. "Oh, I'm sorry Spike. I didn't mean to yell. Are you okay?"

Spike quickly got to his feet. "I-I'm okay. Don't worry about me."

He looked into her eyes and instantly regretted it; he could see hunger forming there. "You know Spike, it's not safe for a dragon like you to be wandering around in the snow like this. I should take you home, maybe help you… _warm up_." The smile she gave Spike made him shiver- he was glad he was wearing pants.

Bon-Bon put a hoof on her companion's shoulder. "_Lyra, what do you think you're doing?_"

"What, I just want to have some fun…" The two mares spoke quickly and quietly to each other- Spike could only make out bits and pieces of their discussion, but at one point he distinctly heard Lyra say, "…but he's a dragon, not a pony- I'm sure it wouldn't count…" They argued for a few more moments, until Bon-Bon said, "Lyra I said no. That's final."

"Aw, Bon-Bon… look at him. You'd really deny this poor, defenseless baby dragon a nice warm place to stay?" She grabbed the earth pony's head with her hooves and forced her to look at Spike. Bon-Bon looked at the young dragon, unimpressed, but when their eyes met… _something_ happened. Her eyes widened, as though she suddenly realized something important, before a sultry expression crossed her face. "You know what, you're right. How could I say no to a face like that?"

"I'm glad you came around so quickly. You wouldn't mind helping me out, would you?"

Bon-Bon unashamedly began to rub Lyra's rump, earning several odd looks from passers-by. "Mmm, not at all. Maybe we could even use that _special_ massage oil you picked up from the spa."

"I'd like that. What do you think, Spike?" If sex could be compressed into facial expression, the look the two mares gave him at that exact moment would be it.

Spike could hardly believe his eyes. He'd never seen either Lyra or Bon-Bon with a stallion, but here they were inviting him to their home. Maybe they… no! _No_ _no no no_ _**no!**_He could _not_ let this happen again. "Uh, thanks for the offer, but I really need to go. I have to help Twilight… _feed her bookcases bye!_" And before either could grab him, Spike scampered off.

Spike quickly realized he wasn't heading towards the library, but that didn't matter- he needed to put as much distance between himself and those mares as possible, before they dragged him off. When he thought he was safe, he slowed down, and began to think. Why would Bon-Bon change her mind so quickly? He just looked into her eyes and then…

Wait. He looked into her eyes…

_That was it!_

Every time he'd looked into a mare's eyes, they'd start acting… _weird_.

It wasn't much, but it was something. And now that he had figured out the problem, he could start working on a solution. The answer was obvious- he needed to send a letter to Princess Celestia right away. She'd know how to fix what was wrong with him. But where would he find writing materials? The writing store seemed like the go-to choice… but then Spike remembered he didn't have any money. He couldn't go back to Fluttershy's house, or the Boutique, on account of there possibly being several very unhappy mares waiting for him. Maybe the library… no, Twilight would take the Princess's words to heart and would never let him in unaccompanied. But maybe he could ask her for-

His thoughts were interrupted when Rainbow Dash landed on the ground next to him. He jumped. "There you are," she said. "I've been looking everywhere for you."

He quickly lowered his gaze- if he was right, then he needed to avoid looking into her eyes as much as possible. "What's the matter?" he asked.

"I need you to come with me. Twilight thinks she figured out what's wrong with you." He seemed to be ashamed- she put a hoof under his chin and tried to tilt his head up, and he pushed back. "Spike, don't worry. You're not in trouble. We just need to have a talk with you."

After a few more seconds of resistance, Spike gave in. He didn't have the strength to resist a fully-grown mare and he knew it. He looked up, but avoided direct eye contact, opting to look somewhere over her shoulder. "Spike, come on, look at me." He refused. "_Look at me._" He still refused. "Fine, if that's the way it has to be." She brought her face right up to his, holding the back of his head with a hoof so he couldn't pull back. He stared directly into her eyes- he couldn't look anywhere else. "Now listen up," she began. "I just said you're not in trouble. The least you could do is be happy that Twilight isn't itching to throw you out- I know I would if I found out my assistant was sleeping around with my friends. Now get on- were heading to Fluttershy's place."

"Yes ma'am," Spike responded, and hopped up onto Rainbow Dash's back without delay.

"Try not to fall off." With that, she was airborne. The air currents up here were smooth; no snow had been scheduled for the next few days, making Rainbow Dash's job that much easier. Spike sat just at the base of her neck, clinging to her tightly; she shivered when he shifted, rubbing his scales against her skin. She couldn't lie, she got a little flare in her chest when Spike complied with her order. That must be what Spitfire felt like, all the time. And she had to admit, the young dragon was rather… _handsome_. She could definitely understand why Rarity liked to have him help out at the boutique. She knew about the things Twilight and Spike had been doing together, but the way Rarity had reacted when she found out, and all the time she and Spike spent alone together at the boutique…

A pang of jealously stabbed at her heart as an image popped into her mind, one of Rarity and Spike… _being intimate_. After that… _thing_ with Cloud Kicker, everypony just assumed she was a filly-fooler, but it wasn't true. Sure, it had been fun- she wouldn't deny that- but she just didn't like mares that way. But, she realized, there was a solution to her problem. It was clinging to her neck at that very moment. He was a boy, and just past puberty at that- if she asked, he would have to be absolutely crazy to say no. A thought of Twilight and the others popped into her head, but she quickly pushed it away.

Eh, what they didn't know wouldn't hurt them.

Rainbow Dash banked as they passed over the outer edge of Ponyville, beginning to descend. They landed in a narrow, dark alley between two buildings right at the edge of town- the place was eerily quiet, being far from the hustle and bustle of the town square. "Get off."

Though confused, Spike did as he was asked and hopped off the pegasus. "Uh, Rainbow Dash, I thought we were going to Fluttershy's house."

"Well plans have changed." She took a step toward him; he took a step back. "Say Spike," she began, her voice dropping an octave, "…you can keep a secret, right?" She advanced on him, step by step, until his back was pressed against the alley wall.

"Uh, what… what kind of secret?" he stammered. Her breath felt hot against his face, and in her eyes he could see an unmistakable hunger. His heart pounded painfully in his chest.

"_This_ kind." Rainbow Dash leaned in and pressed her lips against Spike's. He let out a muffled cry and tried to pull back, only to hit his head against the wall behind him. He tried to turn his head away, but she held his face firmly with her hooves, ensuring their kiss remained unbroken. He pushed against her, but just as before, he didn't have the strength to fight off a fully-grown mare.

After a few moments, Rainbow Dash finally pulled away- Spike tried to break free of her grasp, but she held him firmly against the wall. "What's the matter, Spike? Don't you like me?"

"…Rainbow Dash… you don't want to do this…" Spike began.

"Sure I do." She began to lean in to kiss him again, but was stopped when Spike pushed against her muzzle.

"But… what if somepony finds us like this? What if they tell the Princess?"

"They won't, as long as you keep this between us. You can do that, right?" She leaned in for yet another kiss, but once again, Spike pushed her back with all his might. "So that's how it is, huh? I guess that you still need a little… _persuasion_" She pulled back, and regarded him silently for a few moments."Pull your pants down."  
>"What?"<p>

"Do I have to repeat myself? Pants. Drop them. _Now._"

His face turning bright red, Spike began to pull down his pants.

* * *

><p>"Twilight look out!" Twilight looked up from her book just in time to dart around a carriage rolling across the road in front of her; the maneuver had caused her to fall behind, but she caught up to the others in short order. "Are you alright darling?" Rarity asked as she drew close.<p>

"Yeah, I'm fine, don't worry about me," she called back.

"Have you figured out any way to stop all this?"

"Not yet. But I did find out how the compulsion spell works. Just being in close proximity can have an effect, but it's most powerful through direct eye contact."

"So, we just need to avoid looking into his eyes. Should be easy enough."

"Ya know, this whole 'compul-shun' thing really rubs me the wrong way," Applejack said. "I mean, bein' able to root around in somepony's head like that, it… it just ain't right!"

"It's not Spike's fault," Twilight replied. "His abilities are only just beginning to manifest. He most likely can't control them. He might not even be aware of them." A few moments later, the three skidded to a halt on the path leading up to Fluttershy's cottage. Applejack trotted up to the door with the others in tow, and knocked loudly.

Inside, the three heard a squeak, and then the sound of hoofsteps approaching the door. It opened just a crack. "…Hello?"

"It's us, darling?" Rarity said.

At this, the door fully opened. "Oh, hello everypony. I wasn't expecting any visitors. Please, come in." She stepped aside to allow her friends inside- the others couldn't help but notice a rather… pungent smell as they passed her. "Sorry about the mess," she continued as she closed the door; the "mess" consisted solely of a pair of mugs and a half-folded blanket lying on the floor. "I took a little nap after Spike and I visited you, Twilight. But I had the strangest dream…"

Rarity looked over at Twilight and Applejack, as though asking permission to do something- the two nodded. So, Rarity turned back to Fluttershy and asked, "Were you… _intimate _with Spike in this dream, perchance?"

Fluttershy's mouth opened, but no sound came out, her face turning as bright and red as an apple. It told the others everything they needed to know. After a few moments of trying, she managed to ask, "How did you… _oh_, oh goodness… that wasn't… wasn't a dream, was it?"

"'Fraid not, sugarcube." Applejack put a hoof on the pegasus's shoulder. "Now Fluttershy, I gotta ask ya somethin' real important. Spike didn't… ya know, _hurt ya_, did he?"

"What? Oh no, no, of course not! He was a perfect gentlecolt! And I… well, it was, _me_ that… you know…" She knocked her hooves together, once again too ashamed to say the words in her head out loud.

"What's that s'posed ta… _oh_, I gotcha."

Fluttershy then turned to Twilight. Again, she was silent for a good long while, before she began, "Twilight I… well, I…"

"It's okay Fluttershy," Twilight replied, already knowing what the shy pegasus was going to say. "I'm not upset with you. Or Spike. All I want is to get him back to normal." She then lay down on the floor and began searching through her book again.

"Oh, goodness. Is there something wrong with him?"

"He's having his first mating cycle."

"Wait, his mating cycle? Spike's… _in heat?_"

"Well… _yes_, I suppose that he is."

"Then, are you sure it's a good idea to interrupt it? I read somewhere that when female ferrets go into heat, they have to-"

"It's not about stopping his mating cycle. You see, when dragons of Spike's breed start their mating cycle, they can make anypony of the opposite sex want to mate with them. We're trying to stop _that_."

"Okay… so, what should we do?"

"Rainbow Dash is out looking for Spike right now. And I'm trying to see if this book can tell me how to stop this."

"But what if it can't? What do we do then?"

"If that's the case, then we'll have to tell the Princess. She'll know what to do. She has to."

"Oh, I hope she won't be too upset with us…"

Just then, Applejack approached. "Find anything yet, Twilight?"

"I've found out a few things, but none of it tells me how to stop Spike's magic."

"Well, what _have_ ya found out?"

"The book says prolonged exposure to the spell increases aggressiveness in those affected."

"So, are ya sayin' that if this goes on long enough, we'll all start kickin' the hay out of each other just to be with Spike?"

"I don't know. Maybe."

* * *

><p>"<em>Aah! <em>Rainbow Dash! Don't suck on it so hard!"

Rainbow Dash jammed her hoof in his mouth. "_Keep your voice down,_" she said in a low voice, pulling her mouth away from his member. "_And quit being such a baby!_"

"Rainbow Dash, I _am_ a baby. A baby dragon, remember?"

His comment earned him a hoof in the gut, winding him. He dropped to his knees, struggling to breathe. "Shut it, smartass."

"…I… I'm sorry…" he wheezed back.

"Aw jeez, Spike. I didn't hit you _that_ hard. Man up." After a few moments, he was still struggling to breathe. "Okay, come here." She pressed her lips against Spike's, pushing a breath of air into his lungs. He spluttered and tried to pull away, but Rainbow Dash wrapped her forelegs around his shoulders, holding him in place. Though she only meant to help Spike catch his breath, she took advantage of his helplessness, playfully slipping her tongue into his mouth and flicking it across his. He recoiled when an overwhelmingly bitter taste touched his tongue. Was… was that what he tasted like? Oh, it was terrible! If that's what he'd been putting Twilight and the others through, then he would never make anypony suck his dick for the rest of his life.

She finally pulled away. "Feel better?" Spike merely nodded. She moved her head down to his member again, but he grabbed her head, trying to push it away. "Come on Spike just… _oh_, I get it. You want to skip to the good part. Alright, just, lay down."

"No no wait!" But his protest fell on deaf ears, and Rainbow Dash pushed him and his exposed rear down onto the freezing snow. "_Ahhh! Cold! __**Cold!**_"

Almost immediately, she pulled him back onto his feet. "Oh, right. Dragon. Cold. Not a good thing. Here, why don't we just…" She grabbed a small, lonely cardboard box before pushing him down on that, squashing it. She climbed on top of him, pinning him beneath her body. "Ready?"

"Uh, can't we just… not do this?" Spike asked. "I mean, what if the Princess finds out? She might never let you join the Wonderbolts."

Unfortunately, his trump card fell flat. "Oh come on. Don't tell me you believe the rumors too."

"What rumors?" Spike had absolutely no idea what she was talking about.

"Look, I don't know what the others might have told you, but it's not true. I'm not a filly-fooler. I like stallions just as much as any other mare. That thing that happened with Cloud Kicker… it was a one-time thing, really."

"Rainbow Dash…" Spike began, but again, he was interrupted.

"I-I just… I'm sick of these rumors. I want to put them to rest once and for all, but you're the only guy I can trust with this. Please, just do this one thing for me. I've never asked you for anything else, have I?"

Spike was torn. Part of him wanted to say yes, to help Rainbow Dash, to give in to his curiosity and take her. But he knew he couldn't. He'd done enough today, and he didn't need any more strikes against him. He swallowed hard. "I'm sorry Rainbow Dash, but I can't do this. I just can't."

She brought her face very close to his. "Spike, I'm being nice right now. If I really wanted to, I could just take what I want, and there would be nothing you could do to stop me. So I'm going to ask one more time, and if I don't hear a yes, then you can say goodbye to Ms. Nice Mare."

He couldn't believe his ears. Rainbow Dash had just threatened to… to _rape_ him if he didn't agree to her demands. "I… _I…_" he stammered, before hanging his head. "…just make it quick." He hated himself for saying that.

"I knew you'd come around." She ground her hips against his, trying to coax out his erection. "Now, I might not be able to finish this in ten seconds flat, but if you want it quick, that's what you're gonna get." He felt himself stiffen- imagining Twilight's stern expression when she finally found out what he had done did little to drive it away. "There we go…" she said as he finally reached his full length. "You ready?" Spike merely nodded. "Okay. Well, here we go…"

She lifted herself up, and with a bit of fiddling, brought herself down on his member. A wonderful warmth crept into her belly as he entered her, making her belly tingle. She rose up and dropped down again, making the tingling stronger. "_Ooh…_" After a few moments, she had a steady rhythm of rising and falling, a powerful pressure growing in her hips. As she rocked against him he wondered to herself if all stallions were like this, or if it was because she was with Spike.

Meanwhile, Spike squeezed his eyes shut, biting his lip to keep quiet. He couldn't look at Rainbow Dash. He didn't enjoy what was happening- he didn't want to enjoy it. In his mind, he saw Twilight glaring at him, speaking in harsh, unforgiving tones. Her words were indistinct, but what she said wasn't as important as how she said them.

Tears began to flow from his eyes. Spike sometimes fantasized about being some ultimate irresistible stud. But _this_… this isn't what he wanted. He'd imagined romantic dinners and candles and passionate lovemaking in a soft bed, not… not being fucked in some filthy back alley in the dead of winter by one of his friends. There was no passion, no closeness- it was simply about the pleasure derived from the act. He hated it. He wanted to hold her, to touch her, to whisper sweet words in her ear as he did with Twilight, but he couldn't. His words would have no meaning, not while Rainbow Dash was like this, not as long as whatever was wrong with him was still there.

He felt the pressure building in his hips. He did nothing to fight it. He simply wanted things to be over as soon as possible. "Hey…" Rainbow Dash huffed, "…you getting close?" Spike merely nodded. Then, Rainbow began to speed up, slamming against him without mercy. Spike cried out, in spite of himself. It was just too good. "You like that, huh? Well, how about _this?_" She furiously ground her hips against his- he cried out again, finally reaching the breaking point.

Spurt after hot spurt was released inside of Rainbow Dash. She let out a deep, satisfied sigh as intense heat filled her belly and flowed to every part of her body. She rolled off of Spike onto the ground next to him, struggling to catch her breath. "That… was awesome," she whispered. "Thank you." She leaned over, and kissed him on the cheek.

Spike recoiled. He didn't deserve her affections. He didn't deserve anypony's affections. He couldn't bring himself to look at her as he rose to his feet, not after taking advantage of her like that. "I… I need to go. You can get home on your own, right?"

"Yeah, don't worry. I just need a minute." Spike pulled up his pants and left the alleyway.

She waved weakly after him, despite the fact that he couldn't see it. "Bye." When she caught her breath, Rainbow stood up and left the alley as well, unable to shake the feeling that she had forgotten something very important.

* * *

><p>Twilight skimmed through page after page of her encyclopedia, but to her frustration, she found noting that told her how to put a stop to the baby dragon's new abilities. At this rate, they might have to contact the Princess. But what would happen then? Twilight wasn't worried about herself, even though she was violating her house arrest- she was more worried about what would happen to Spike. How would he be punished? Would he be banished? Thrown in jail? Would she be allowed to see him? She brought a hoof up to her mouth, chewing on it nervously- the thought of losing him again was-<p>

"Uh, Twilight?" Applejack began, snapping her out of her thoughts. "I think we all need ta have a talk."

"About what?" Twilight didn't take her eyes off her book.

"Well, we need to talk about _you_," Rarity said. "More specifically, you _and_ Spike."

Twilight closed her book. "I don't like where this conversation is going."

"Just hear us out, dear. …You remember what you told us right? About this magic Spike is developing?" Twilight didn't reply. "Well, has it occurred to you that he might have used this magic to make you fall in love with him?" She quickly added, "I'm not saying he did it on purpose. I'm just telling you that it might be a possibility."

Twilight couldn't believe her ears. "W-What? The spell is only meant to make ponies want to mate with Spike; there's no way it could have made me fall in love with him!"

"It could be that his magic affects different ponies in different ways. Earlier, I was reenacting my younger years, and Applejack… well, let's say she was acting quite unlike her usual self."

Twilight stood up. "Fluttershy, Spike's bed is in your room, right?" she asked.

The timid pegasus replied, "Yes. Why are you asking?"

"I need to show you all something. I'll be right back." She headed upstairs, into Fluttershy's room, and grabbed the small notebook with a worn cover and yellowing pages from the inside of Spike's basket. He would kill her if he ever found out about what she was about to do… but it was the only way to convince her friends (and to a _very_ small extent, herself) that her feelings weren't just a fabrication.

She went back downstairs, journal in hoof, and gave it to Rarity. "Have a look at this," she said. "Applejack, Fluttershy, you need to see this too."

The two ponies gathered around Rarity. When they were in place, she opened the journal. She almost immediately furrowed her brow in confusion, trying to decipher the near-illegible scrawl on the page before her. "Darling, what is this? I can't even read most of it."

"It's a journal," Twilight replied. "Spike's journal. I gave it to him as a gift when we were very young, to help him learn how to write."

"But… what does this…" Fluttershy hesitantly began.

"Just keep reading it."

The three complied. Though the writing was nearly illegible, Rarity read about how Spike thought Twilight was nice, and pretty, and how they would get married and live in a big house when they "growed up." She was powerless to stop a smile from breaking across her face as she imagined a young Spike sitting at a desk, writing those very words. But it wasn't limited just to the first page, or the second, or the third, or even the hundredth. Every single page the three mares read mentioned Twilight in some shape or form. Rarity was well aware of the young dragon's infatuation of her, but she would never have guessed, not in a million years, that he had such strong feelings for Twilight as well.

As they went deeper into the journal, Spike's writing changed- it became more articulate, his handwriting clearer, his vocabulary larger… but it was clear that his feelings for Twilight did not. If anything, his feelings for her only grew stronger. Guilt stabbed at Rarity's heart as she read, _A life without Twilight in it isn't a life worth living. _His entries became more explicit, not just in the sort of "activities" he wished to share with Twilight, but about his own feelings as well: anger at being unable to express how he felt, shame from being attracted to a pony rather than another dragon, fear that Twilight would reject his advances, or worse, that she would become angry because of them…

Hot tears began to roll down the unicorn's face as she read. They weren't tears of sorrow for Spike's plight, but tears of guilt. Of shame. This wasn't mere _lust_; that was when you complimented somepony because you thought they had a nice flank. This was something much deeper. Something much purer.

Love. _True_ love. The kind of love she thought existed only in novels.

When he complimented her, it was because he truly meant it. When he wanted to do anything with her, be it sex or otherwise, it was because he wanted to be closer to her. He'd written all these wonderful, heartfelt things about her, and then all his dreams had come true… only for her to come along and take all that away from them.

Who was she to do such a thing?

She skipped ahead a few more pages, coming to the last entry in the journal, made just a few days before. She read about how he and Twilight gave each other massages, but it was what she read near the end that really broke her heart:

_I did it. I finally did it._

_I told Twilight that I loved her. It's kind of silly, since Twilight's already read this and she knows how I feel, but it just didn't feel real until I told her. She smiled, and told me that she loved me too. And then she hugged me. We didn't do it like we did the last time, but that's okay. I like it when she hugs me- it makes me feel safe. I wish I could feel that way all the time._

She finally shut the journal. Despite her best efforts, she could do nothing to stem the tears flowing from her eyes. But she wasn't the only one affected; Fluttershy sobbed quietly to herself, while Applejack chewed her lip, her eyes watery.

"I read that journal the day before Spike and I made love," Twilight said. "It made me realize just how alone and scared Spike felt for all these years. And I promised him- I promised _myself_- that he would never feel that way, ever again. He didn't make me fall in love with him. He didn't make me do _anything_. Everything I did, I did because I _wanted_ to. Now, I dare you- _I dare you _- to look me in the eye and tell me that my feelings about Spike are fake."

Rarity couldn't hold it in any longer; in the face of the evidence in front of her, her guilt was simply too great. "Twilight…" she began, "there's something I need to-"

Rarity's attempted confession was interrupted when the front door was thrown open. Fluttershy squeaked from the sudden noise and fell on her side, her legs locking up. Rainbow Dash stumbled in, looking rather… pleased with herself.

"There you are, Rainbow Dash." Spike wasn't on the pegasus's back; Twilight looked around her, but the baby dragon was nowhere in sight. "Where is he?"

"Huh? Who?"

"Spike. Where's Spike?"

"Oh. Oops."

"Rainbow Dash, we told you to bring him!" Rarity said.

"Heh, sorry. I guess he must've slipped away from me."

"Oh this is terrible. He could be anywhere. You… we all have to go out again. We need to find him before somepony else gets their hooves on him."

"I don't think we'll have to do that."

"What do ya mean, Rainbow?" Applejack asked.

"Well, take a look around. See anypony missing?"

The others looked around Fluttershy's living room. Rarity was the first to respond. "…Pinkie Pie? How can you be so sure, dear?"

"It's just a gut feeling, but I'd bet my tickets to the next Wonderbolts show that he's with her right now." Rainbow Dash would never have put Wonderbolts tickets on the line if she weren't a hundred percent sure about something.

"I gotta agree with Dash on this one," Applejack said. "We ain't got much else ta go on, so it's worth givin' a shot."


	8. Cold Heart

**Chapter VIII: Cold Heart**

Spike trudged through the streets of Ponyville. He kept his eyes firmly focused on the snow beneath is feet. He heard ponies greet him from time to time, but he didn't look. He didn't even say anything back. He simply trudged through the snow aimlessly, unsure where to go, or who to turn to. If he tried, they'd probably just try to sleep with him again, giving Twilight one more reason to break up with him. Again, he imagined her anger with him when she discovered what he had done- at this point, being thrown out was the best-case scenario. Twilight would…

_Twilight…_

He had a sudden, horrible realization. What if… what if Twilight didn't love him? What if whatever was wrong with him made her fall in love with him in the first place? He shuddered, feeling as though his heart had been replaced by a chunk of ice. He didn't want to believe it… but what if it was true? What if everything she did for him, all those kind things she said about him were fake? Tears began to well up in his eyes, but he shook his head. _No_. It can't be true. It just can't be! He turned around and began sprinting to the library as fast as his legs would carry him.

But what he saw a few moments later brought him to a skidding halt. Up ahead, the Cutie Mark Crusaders were walking down the street. Fortunately, they were some distance away, and were so wrapped up in some unheard conversation that they hadn't noticed him yet… but they were moving directly toward him, and it would be only a matter of time until they saw him. Spike panicked- taking advantage of a mare was one thing, but to take advantage of a young, defenseless filly… it would be absolutely unforgivable. If he let this happen… well, Twilight would most likely incinerate him on the spot for such a heinous crime, assistant or not.

He needed to hide. He wasn't worried about himself, oh no- he knew he was a goner, but he wasn't about to drag his filly friends down with him. He sprinted to one of the buildings on the side of the road, and grabbed the knob. By some miracle, the door flew open, and Spike dived inside, slamming it shut behind him.

The scent that hit his nostrils told him where he was- Sugarcube Corner. He looked around- he was in a big room, with shelves laden with baking supplies. He must have gone in through the back door into the storeroom. After a few moments inside, he heard a door creak, and saw a poofy pink mane bouncing through the shelves. "Hello?" Pinkie Pie's voice called. "Is somepony here?"

Of course, Pinkie Pie! Why didn't he think of her sooner? It was a stretch, he knew, but the crazy party pony just might be immune to whatever was wrong with him! So he called out, "Over here Pinkie!"

"Spike? Is that you?" The voice came from above him- he looked up, to see Pinkie standing high atop a shelf next to him. She jumped down to him. "What are you doing in here? You can't buy anything back here- there's no counter! Wait… are you the one who's been stealing our baking supplies?"

"What? N-No! I uh… well, I wanted to talk to you."

"Ooh, _ooh!_ I know how to help! Now you hold on just one second." In the blink of an eye, Pinkie erected a small stand in front of him- written on the front were the words "Dr. Pinkie's Make-You-Feel-Better Clinic" with a smiley face drawn next to it. A small sign hanging off to the side read, "The doctor is IN!" Suddenly, Spike was pushed off his feet into a comfortable armchair that came to a rest right in front of the booth. Pinkie darted back behind the stand, putting on a pair of thick-rimmed glasses with no lenses. "Now you just sit right there on your tushie and tell me all your problems." She leaned across the stall toward him, resting her head on her hooves.

"Well…" Spike shifted nervously in his chair. "I think there might be something wrong with me."

"What, are you sick? 'Cause if you're sick, you should go see Nurse Readheart."

"No, I'm not sick. But something's definitely wrong with me. And it might have something to do with what… what me and Twilight did together."

For a few moments, Pinkie was silent, an uncharacteristically serious expression on her face. Then, she said, "Spike, come here." He stood up and approached the counter; when he was close, she put her hooves on his shoulders and pressed her forehead against his, looking deep into his eyes. "Spike, what happened isn't your fault. I don't care what anypony tells you, it's never the victim's fault. You hear me?"

"But, it _is_ my fault. You have no idea what's been happening today. Every time I look into a pony's eyes…"

As Spike told Pinkie everything that had happened since the night before, he was oblivious to the changes she was undergoing- her curly mane suddenly straightened out, her pupils shrank to almost invisible black dots, and worst of all, a demented, cruel smile broke across her face. "…and after I realized that, I ran over here because I thought that you might be immune to whatever's wrong with me. And now that I think about it, can I borrow a quill and some paper from you? I really need to-"

"I'm sorry to interrupt, Spike," she said, her voice taking a sudden, menacing tone, "but there's something I need to ask you."

"What is it?" He looked into her eyes- he saw not hunger, but… something _else_. Something… _primal._ _Unknowable_. His tiny heart was struck with fear.

"Actually, it's something I need to show you. In my basement."

"Uh, I don't think that would be such a good idea, Pinkie…" Spike began to slowly back away from the pink pony. "I really should get going. Fluttershy needed my help taking care of-"

"Oh no you _don't!_" Pinkie jumped over the counter and landed the young dragon, pinning him to the floor and somehow stripping him at the same time. With a rope she seemingly pulled from nowhere, she deftly bound Spike's hands and feet. "Pinkie what're you- _mmffmph!_" Spike's protest was silenced when the pink pony then strapped a ball gag over his mouth. She then hoisted him onto her back. "You're coming with me," she said, trotting towards a nearby door. She opened it and hopped inside.

Spike was plunged into darkness. He bounced all over Pinkie's back, but miraculously, he didn't fall off. He guessed she was taking him down to… the basement. He shuddered- what was Pinkie going to do with him? Was it possible that she already knew about what he'd been doing? It sounded ridiculous, but this was Pinkie Pie. Sometimes it seemed that the very laws of reality itself didn't apply to her.

All of a sudden, Pinkie jerked up, tossing him off her back. He landed hard on his stomach, eliciting a deep, pained groan. "Oh, did that hurt?" Pinkie asked. "Well don't worry. That's going to positively tickle compared with what I'm going to do to you."

A light suddenly turned on- Spike squeezed his eyes shut, trying to keep out the harsh light. When his eyes adjusted to the light, he looked around. He was in a room with no windows, stone walls, and a few scattered, mostly empty shelves. He himself was lying on a large, battered wooden table Obviously, he must have been in the basement of Sugarcube Corner. She patted his head, an imitation of a warm smile on her face. "Now I have to go get a few things. You be a good boy, and stay right here." She turned and hopped up the stairs.

As soon as she was out of sight, Spike began worming his way across the table. His progress was painfully slow, and after moving only a few inches, he was completely exhausted; he struggled to breathe with the stupid gag stuffed in his mouth. He made a few muffled cries for help, before remembering Mr. and Mrs. Cake had gone away to Fillydelphia for the week, leaving Pinkie in charge of the store until they came back.

Pinkie returned. She was carrying a big cardboard box, the contents of which were unknown to him. She began to dig around inside it, tossing various objects out of her way. Spike could now see what the box contained- sex toys. Dozens upon dozens of them. He could only watch as dildos, vibrators, and numerous other items he didn't know the name of were carelessly thrown around the basement. One of the toys landed next to him on the table- a long rubbery dildo that literally stretched from the spine at the top of his head to past the tip of his tail. He screamed in terror as he desperately tried to worm away from the huge thing.

"Oh don't worry, that one isn't for you," Pinkie said. She'd stopped digging through the box and now stood on her back legs, fiddling with something- her back was turned, so Spike couldn't see what. "But this one _is_."

She turned toward him. He could now see she was wearing… a _strap-on_. He let out a terrified cry as he tried to get as far away from Pinkie as possible. He managed to move six inches before she caught him. She roughly rolled him onto his stomach, and seized his tail; he let out a terrified cry as he felt the dildo touch his asshole. "Ready?" she asked. "Oh what am I, silly? Of course you are." She rocked her hips back, before viciously plunging the dildo deep inside Spike.

Tears instantly began streaming down his face. It hurt. It hurt more than anything had ever hurt in his entire life. He couldn't even cry out, it hurt so badly. He doubted he would have been able to bend his back as long as it remained inside him. He felt a warmth creep up his back as Pinkie rested on top of him, bringing her muzzle right next to his ear. "_Oh, I'm terribly sorry_," she whispered. He shivered as she spoke, not because of what she said, but how- her words were laced with pure, unabashed _hatred_. "_If you wanted me to be gentle, you should have said something._" Spike felt her weight leave his back. "Now then, how would you like it? Gentle, or rough?"

_Gentle,_ Spike tried to say. _Please be gentle_. But what came out was, "_Ghhhnn. Ppfff ghhhhnn_."

"Hmm? What's that you say? You like it rough? Okay, if that's how you want it!"

"_Nnnnnn! __**Nnnnnn!**_" he screamed, but Pinkie paid him no heed. She pulled her hips back, until only the tip remained inside. Then, she rammed it in again, her body slapping against his. He screamed again as pain surged through his body, but Pinkie didn't stop. She thrust into him, over and over and over again, the pain remaining just as intense as when she first entered him. He squirmed, he cried out, he did everything in his power to try and get away from the crazed party pony, but he just couldn't. He began to sob openly in a mix of pain and terror as Pinkie violated him.

"_How do you like it, huh?_" she shouted at him. His only reply was a muffled cry. "_How do you like it, Wind Runner?_"

Spike jumped from terrified to confused in a heartbeat. Who was Wind Runner? It certainly wasn't a name he'd ever heard before. He looked back at her, asking "_Mmmph?_" in a mixture of confusion and pain. Pinkie looked surprised for a moment, before yet another cruel smile broke across her face. "You know what Wind Runner, I have an idea." She pulled out, but any relief Spike felt was instantly quashed when he was rolled roughly onto his back. Pinkie brought her face right up to his; he tried, without success, to pull back. Her eyes locked with his, seeming trying to bore holes directly into his brain.

"You want to know what my idea is, Wind Runner?" Spike replied with a terrified whimper. "I'm going to do what you never had the _balls_ to, Wind Runner. I'm going to look you in the eye as I fuck you."

Spike let out another terrified whimper and tried to worm away. Pinkie simply grabbed his legs and dragged him to the edge of the table. After some adjusting, she pushed in again without any concern for him. He cried out, the pain now being forced into a different area. But it wasn't the pain that was the worst part. In his new position, he had no choice but to look up at Pinkie- she looked down at him, a cruel smile on her lips, her eyes filled with malice, with _hate_. Everything he saw told him that she was enjoying every last second of his suffering. He shut his eyes, but that horrible image remained.

"_**Look at me!**_" she screamed at him; his eyes shot open. "_**Look at me and don't you DARE look away again!**_ Or do I have to introduce you to _Mister Sharpie?_" She stopped for a moment, pulling herself free from Spike, and reached down to grab something. She brought up a knife, its blade glinting in the basement's light. His eyes widened in fear. Pinkie's demented smile widened even further, and she suddenly swung the knife down toward him. He shut his eyes and squeaked in terror, as his mind flooded with thoughts of Twilight.

There was a loud _thunk_. Spike continued to squeeze his eyes shut, waiting for… whatever was supposed to come get him when he died. But nothing seemed to happen. So, after a few moments, he dared to open his eyes.

There was Pinkie, still glaring down at him. And there was the knife, mere inches from the side of his head, his reflection visible on the blade. "Now then, are you going to do what I say?" Spike merely nodded- even he hadn't been gagged, no sound would have been able to leave his throat. She pushed into him again, a deep groan escaping his throat- it still hurt, but now that he'd been "broken in," it didn't hurt as much. But he continued to squirm, to try and worm away, to no avail. But, as he struggled, he heard a voice inside his head speak to him, a voice that said simply…

_I deserve this_.

No, no he didn't deserve _this_. Nopony did!

_I deserve this._

Well, after what he did to Twilight, he deserved to be punished. But… but not like this.

_I deserve this._

Maybe… maybe he _did_. Maybe _this_ was exactly what he deserved for betraying Twilight.

_I deserve this_.

Yes. Yes he did.

Spike's struggling slowed, and eventually ceased. The voice was right. He deserved this. In fact, it was the perfect punishment: he had violated Twilight's trust, and now he himself was being violated. He couldn't help but think maybe there was something to this "karma" thing he read about after all. So, he simply stared up at Pinkie, unmoving, as she glared down at him like some hateful goddess.

But then, the worst possible thing happened.

He began to enjoy it.

As Pinkie thrust her hips, she began to hit one particular spot, one that managed to coax his member out from between his scales. He looked at Pinkie, he made direct eye contact with her, but it did nothing to drive away his growing member. This wasn't lost on the pink pony.

"Oh, what's this?" she asked, prodding his dick with her hoof. "…you're actually getting off to this, aren't you?" He didn't respond. "_**Aren't you, Wind Runner?**_" He nodded in the face of Pinkie's sudden outburst. "I figured you would, you sick _fuck_. I bet it's always been a fantasy of yours to have a pretty mare bend you over a table and fuck you in the ass, hasn't it?" Spike nodded again, deciding it was better to just go along with it. "Well, enjoy it while you can. Trust me, this will be the last time you'll ever get any pleasure out of me, Wind Runner." She put her hooves on his hips and began rubbing that one perfect spot. The pressure mounted in his hips rapidly; Pinkie worked like a pro. He moaned deeply- he didn't want to enjoy this, but his own body was betraying him.

The end came just a few moments later. His seed dribbled out from the tip of his member onto his belly, his legs, the table. Spike moaned weakly, his eyes rolling back- he _really_ hated to say this, but in spite of the circumstances, he had just had the single best orgasm of his life. It was better than Twilight's services, and even better than Rarity's… magic-job.

"You came," Pinkie stated bluntly. "Well don't worry, we're not done just yet. In fact, I've got a special surprise just for you. Something I've been holding onto for a very-" At that moment, from upstairs, there was a loud pounding on the front door. Pinkie huffed. "Of course, I get interrupted just as I'm finally getting to the good part. You stay here. And don't try anything funny." She quickly undid her strap-on and bounded up the stairs.

For a few moments, Spike simply laid motionless on the table, his breaths shallow. He fought to keep his eyes open- he had never cum so many time in one day in all his life. How many times had he cum today? Three times? Four? But all of a sudden, a voice in his head spoke to him, snapping him awake by saying, _You need to get out of here._ Part of him wanted to simply continue laying there on that table, allowing Pinkie to have her way with him, but that voice was quickly silenced as Spike strained against the ropes binding his limbs. They wouldn't come undone. But he had an idea. Mentally apologizing for what he was about to do, he took a deep breath through his nose, and exhaled a small plume of fire.

The ball gag disappeared. Spike inhaled again and breathed another jet of fire, this one aimed at the ropes binding him, and like the ball gag, they too disappeared. Now that he was free, he began grabbing everything he could get his claws on and sent them to the Princess. Every step, every swing of his legs felt like fire, but he fought through it all the same. There wasn't any paper (and nothing to write with for that matter), so he couldn't write a letter, but hopefully, she'd get the message and realize he was in trouble. But Spike did find something- a small block of wood. He grabbed it and hastily began scratching a message into one of the sides.

But then, at that moment, he heard… _yelling_, coming from the upper floor. There were some bangs, some more yelling, a few moments of silence, and then the sound of someone talking. Though muffled, he recognized the voice.

It was… Twilight's.

He finished scratching his message in the block of wood, sent it to the Princess, and sprinted up the stairs, through the storeroom, through the kitchen, and into the store itself.

* * *

><p>The Royal Canterlot Library was normally a quiet place, but today, despite the librarian's best efforts, the whole building hummed with faint chatter. And why wouldn't it? Today, Princess Celestia herself had come to pay a visit. The Princess may have had a veritable army of servants willing to carry out her every whim, but research was something she still preferred to do by herself. So, she sat at a table that was much too small for her, surrounded by stacks of books on dragon biology. She was focused on one in particular, reading at what some would call blinding speed… but that was just a side effect of honing her skills after a millennium or two. She'd finally discovered a possible solution, but she wanted to check with a few other sources before-<p>

All of a sudden, her reading was interrupted when there was a small flash of green light and something dropped out of the air, clattering against the wooden table. She looked down at it- it was… a _ball-gag_. Celestia was puzzled, but then there was another green flash, depositing a length of rope on the table, and yet another that dropped a long, rubbery dildo onto the table as well.

Celestia was more confused than embarrassed. Was… was this Spike's idea of a joke? If it was, then she didn't find it very funny. But before long, other items began to drop onto the table, one after the other- a flashlight, a few more dildos, a bucket, and a large block of wood. But just as soon as they had come, the items stopped appearing; Celestia waited for several moments, but no more came. She noticed something on the block of wood, and picked it up- hastily scratched into one of the sides were letters that spelled out "HELP."

Celestia immediately lifted up a roll of parchment. She didn't open it- instead, she merely cast a spell on it, before sending it to Spike. Then, she closed her eyes and waited. The sounds of the outside world, and even the sounds of her own heartbeat and breathing faded as she concentrated. Several moments passed as she waited… and then she saw it. Well, she didn't see it, but she definitely felt it- a little tingle in her brain that told her the scroll had reentered the world. She concentrated again, trying to find its exact location…

_There. _She had it. And without delay, her horn began to glow, as she disappeared in a flash of white light.

* * *

><p>Applejack pounded on the front door of Sugarcube Corner. The others were gathered around, waiting anxiously for Pinkie to open up. "Oh, I hope you're right about this Rainbow Dash," Fluttershy said nervously.<p>

"He's here. I'm sure," Rainbow Dash replied.

Applejack pounded on the door again. "Pinkie better open this door soon. I got a mind ta bust down this door myself.

"Let's not be too hasty, Applejack," Rarity said. "Now won't we look ridiculous if we break down Pinkie's door and-"

At that moment, the door finally opened. It opened just a crack, but it was enough for them to see that something was wrong with their friend- the party pony's normally curly, cotton candy mane now hung straight, and her pupils had shrunk to nearly invisible black dots. "Oh. Hey," she said flatly.

Warily, Twilight said, "Hi, Pinkie. How are you?"

"Busy. Can you come back later? I have a big order that I need to finish."

Applejack's hoof shot out, keeping the door open. "Hold on now," Applejack began. "Can't we just talk to ya?"

"No. I need to get back to work."

Rarity sniffed the air for a moment, and replied, "You're lying to us."

Pinkie made a painfully fake smile. "I don't know what you're talking about."

"Darling, you stink of sex."

Pinkie's jaw dropped, her eyes growing as wide as saucers. For a moment, she stood frozen, before trying to slam the door. But Applejack was much too fast for her, holding the door open. The others joined in, pushing against the door with all their might. Pinkie may have had a surprising amount of strength, but there was simply no way she could overcome the combined might of five ponies pressing against her door, and it flew open, pushing her back. Applejack leapt on her, pinning the crazed pony to the floor.

"Rainbow Dash! Git over here and give me a hoof!" Rainbow Dash ran over and helped to hold Pinkie down.

"_No!_" Pinkie screamed. "_No!_ _No no no no __**no!**_ _You will __**not**__ take this away from me! I won't let you!_" She fought against the two ponies holding her down, to no avail.

Twilight, Rarity, and Fluttershy looked at each other. "What in Celestia's name is wrong with her?" the fasionista asked.

"Spike's spell must have affected Pinkie much differently than it did for the rest of us," Twilight replied.

"What should we do?" Fluttershy asked.

"Well, the book said the effects of the spell wear off after a few minutes if the target is removed from the dragon's immediate vicinity. So we just need to keep her here until she's back to normal. In the meantime, maybe I can convince her to tell us where Spike is."

Twilight turned to Pinkie again. As she approached, she cleared her throat and demanded, "_Where is Spike?_"Her tutelage under the Princess, along with having to raise Spike largely on her own, gave her a good authoritative voice.

Unfortunately, Pinkie didn't fold. "No! I'm not giving him back! Not until he pays for what he did!"

"We'll find him eventually," Applejack said. "Just make things easy for all of us and tell us where Spike is."

Pinkie bucked against the mares holding him down, but they continued to hold. "But he… he _has _to be punished for what he did."

"That isn't something for you to decide. Spike is-" At that moment, the door to the kitchen flew open. Everypony looked over- it was Spike.

Twilight quickly shielded her eyes. "Don't look into his eyes!" she shouted. But it was too late. The baby dragon had inadvertently made eye contact with every mare in the room, including her. Applejack and Rainbow Dash released Pinkie Pie, and the three began advancing on Spike, as did Rarity. The only one who didn't approach was Fluttershy. But before anypony else could reach him, Twilight teleported to the young dragon and grabbed onto one of his arms. "No! Stay away from him, he's mine!"

Applejack leapt, wrapping her forelegs around Spike's leg. "Oh no ya don't!"

Rarity latched onto his other arm. "I agree with Applejack. Spike isn't your personal toy, you know."

Rainbow Dash caught his other leg. "You're one to talk, Rarity. Leading the poor little guy along the way you do, it's despicable!"

"I'm not finished with him yet!" Pinkie shouted as she grabbed his tail.

"Oh. Oh dear. Girls, please, calm down," Fluttershy said meekly. They paid her no heed as they pulled Spike's limbs in different directions, eliciting a pained cry from the young dragon.

"I should be first! After all the work he does with me at the boutique, it's the least I could do for him!"

"Let me go first! I'll only be a few minutes, I swear!"

"He's my assistant! He belongs with me!"

"Ya've already been with him for two buckin' weeks! It wouldn't kill ya ta wait ten minutes!"

"Give Wind Runner to me! He needs to pay for what he did!"

"Oh, um, girls? I think you should let Spike go. I think you're hurting him." But the others paid Fluttershy no heed, continuing to tug on Spike's limbs with all their might. Spike cried out in pain as he was pulled in five different directions at once. None of the mares showed any signs of stopping, and if they kept pulling on him, they might dislocate something, or worse…

All of a sudden, Spike belched, releasing a plume of green flame, and a scroll. A letter from the Princess. Everypony stopped tugging on the baby dragon, but no one let him go. "Fluttershy, would you mind reading that for us?" Rarity asked.

The timid Pegasus picked up the scroll and opened it, before furrowing her brow in confusion. "What's the matter?" Applejack asked.

"It's… _blank_. See?" She turned the parchment around, showing it was indeed blank.

Though blank, Twilight could sense that the scroll wasn't just an ordinary scroll. "Let me have a look at it." Fluttershy brought it over- Twilight focused, her horn glowing as she read the magic imbued into the parchment. "The Princess cast a locator spell on it. But why would-"

Suddenly, the room was filled with a bright flash. Everypony looked- there, standing by the front door to the bakery, was Princess Celestia. They all immediately dropped Spike. "P-Princess!" Twilight stammered. "I… we… we were…" She never got a chance to finish. Wordlessly, Celestia's horn began to glow; then, Twilight yawned, curled up on the floor, and began lightly snoring. The others did the same. Only Spike was left awake.

"Princess, you came!" he said excitedly. He quickly caught himself, turning his eyes to the floor. "Uh, I mean, thank you." He looked at the others. "Uh… is everyone gonna be okay?"

Celestia lifted up the scroll. "They'll be fine. I simply cast a sleeping spell on them." There was a brief flash from her horn, before she set it down again. Then, she laid herself down on the floor.

"…P-Princess?" he asked, dumbfounded.

"Climb on," she replied simply. He did as she asked without a second thought. She stood up again. "I'm going to make everything right."

For a brief moment, Celestia's horn glowed. Then, in a flash of brilliant white light, the Princess and the young dragon were gone.


	9. Solar Flare

**Chapter IX: Solar Flare**

Darkness. All Spike could see was darkness.

He was falling- he could feel it. He screamed for help, or, he tried to- he felt the air rush out of his lungs, but no sound came to his ears. He tumbled end over end helplessly… but suddenly, it was over. Spike squeezed his eyes shut, swaying slightly as he felt the word continue to spin. The sensation eventually faded, and Spike dared to open his eyes, to be greeted by the sight of… Fluttershy's bedroom?

Spike's grip on Celestia's neck tightened as she suddenly began to move. "Hmm, now where could it… ah, here it is," she said to herself. She approached his basket and picked it up in her mouth. She glanced back at him. "_Hddd nnn thhh_," she said with her teeth firmly clenched around the wicker. He complied, gripping the back of Celestia's neck with all his strength, going so far as to clamp his legs around the base- if his actions caused her any pain, then she didn't show it. Her horn glowed brightly, there was another brilliant flash of light, and the bedroom was vacant once again.

For several terrifying moments, Spike fell helplessly in the blackness- when it was over, and the world had stopped spinning, he opened his eyes. The library greeted him. He wretched as he released Celestia's neck- being teleported twice in a row certainly wasn't doing his stomach any favors. He hopped off of her back as she set down his basket, and instantly regretted his impatience- he doubled over, his hands on his stomach, as the queasy feelings in his stomach flared up. He dropped to his knees, fighting the urge to vomit. "_Ohh…_" he groaned. "…I think I'm gonna be sick…"

Celestia looked down at the young dragon, who had now turned an alarming shade of green. "Are you alright?"

"Yeah I'm-" Spike pushed the contents of his stomach down with a hard swallow. "…I'll be fine."

"I sincerely doubt that. Hold still for a moment." She craned her neck down, touching her horn against his head- it glowed brightly, and at once, Spike began to feel better. "You get teleportation sickness?"

"…Yeah. I tell Twilight that getting teleported upsets my stomach, but she never believes me."

"It happens to everyone dear. Even I was… _affected_ by it the first time- Luna still likes to tease me about it. Don't worry, you'll get used to it over time… though the effects _do_ tend to be more pronounced in passengers." The glow faded and she took her horn away. "Feeling better?"

He stood upright again- she noticed that he kept his eyes on her hooves. "Yeah, much better. Thank you, Princess."

"It was no trouble. And I've already told you, you don't have to call me 'Princess' when we're alone."

"Yes Pr- I mean, okay Celestia." He still wouldn't look up at her. For a long while, he stood there in front of her, staring at her hooves. Eventually, she spoke. "Spike, is there something troubling you?" She placed a hoof under his chin, and tilted his head up- he offered no resistance, but squeezed his eyes shut. "…Why won't you look at me?"

"…Princess, I-I think there might be something wrong with me."

"What's the matter?"

"Well, every time I look into a pony's eyes, they… I… they…" He took several deep breaths, as he tried to figure out how to word his answer. Eventually, he replied in careful, measured words, "Every time I look into a mare's eyes, it makes them want to have sex with me."

Celestia didn't reply. Spike merely stood in silence, his eyes squeezed shut, awaiting her reply- he could only imagine what her reaction might be. He shivered as he imagined the Princess's face contorting into an expression of unfathomable rage. But then she asked with surprising calmness, "Spike, would you open your eyes for me?" Spike did not comply. "Please?"

Spike really, _really _didn't want to… but who would be crazy enough to refuse a direct request from the Princess? After a few moments, he slowly opened his eyes, finding himself gazing directly into Celestia's gorgeous lavender ones. She wasn't like Twilight or her friends- he couldn't see any sort of emotion in them. He wasn't sure if he should have felt relieved by that fact, or terrified.

"I already know," she said simply.

Spike was stunned. "Wait, you knew this was gonna happen?"

"Well if by 'this' you mean that I knew you would be starting your mating cycle soon, then yes, I did. In fact, I sent a letter to Twilight just a few days ago asking to keep an eye on you- and herself- for any strange behavior or feelings. Although, it seems that you two had the situation quite under control."

"Uh, right…" Spike remembered the letter- at this point, it was most likely a soggy pile of mush sitting on Rarity's doorstep. "But, what happens now? I'm not gonna be stuck like this forever, am I?"

"Of course not, Spike. A cycle for your breed usually only lasts about a week, and judging from the strength of your spell, it seems yours is near its end."

Spike let out a deep sigh of relief. "Oh, you have no idea how happy I am to hear that."

"But next month, your cycle will start again, and for a week, mares will be compelled to bed you. And it will happen again the month after that. And the month after that. And the month after that. And this process will repeat itself for one week in every month for the rest of your life."

Spike's happiness was instantly shattered. "Then, what should I do? Does… does this mean I'll have to leave Ponyville?"

"Not at all. But this is just the beginning. Today, you're accidentally seducing mares- in a few months' time, through no fault of your own you could end up destroying Ponyville." Spike shuddered when he heard that. "You're going to need somepony to help you learn how to control your abilities. You need a teacher."

Spike was silent as Celestia's words sank in. After a few moments, he asked, "Are… are you saying that you'll teach me how to control my magic?"

"Precisely, Spike. I want _you_ to become my newest student. If you're willing, of course."

Spike was floored. It took a few moments for him to stammer, "Uh… wow, I… I don't know what to say. So, would both me and Twilight… study together?" The Princess nodded. "Oh, thank you! I-I… Twilight's gonna be so…" His heart fell a little bit when he remembered Twilight. "Wait… oh. Oh no. Twilight's gonna kill me when she wakes up."

"Oh Spike, I'm sure that's not true." She rested her very large hoof on his shoulder- he shivered when the cold metal touched his scales. "All of this was… an accident. You didn't mean for it to happen. You know Twilight better than anypony- do you really think she'd get upset over something that wasn't your fault?"

In all honesty, with an "accident" of this magnitude, there was no telling how Twilight might react. But he decided to humor the Princess. "…I guess not."

She patted his shoulder again. "Precisely. Now…" She began to take off her golden shoes. "If it isn't too much trouble, I would like to ask a small favor of you."

The young dragon didn't reply- he was rather wary of doing any more favors for anypony today, even Celestia. Again, he looked into her eyes, and again he saw nothing. She silently waited for a reply- when none came, she continued, "What I want you to do is actually quite simple. …I would like for you to make love to me."

Spike's jaw dropped. His eyes grew as wide as saucers, and he held up a trembling finger as his mouth worked silently, trying desperately to say something- _anything_- but all that came out were a few feeble squeaks.

Celestia couldn't help but laugh at the flustered dragon. "Oh Spike, you don't need to be so embarrassed." She levitated her crown off her head, and placed it on Twilight's nightstand. "As you've no doubt discovered, lovemaking can be quite an enjoyable experience, and with one as _experienced_ as myself… well, I'm certain you could imagine the possibilities."

Spike's jaw continued to work, but words failed him. Sleeping with Celestia was something that didn't happen even in his wildest fantasies, the kind that involved Twilight and all of her friends wearing Wonderbolt uniforms, or Mysterious Mare-Do-Well costumes.

Celestia took off her necklace, before placing it on the nightstand next to her crown- she now stood before Spike, completely and utterly naked. She tossed out her glittering, flowing mane, and gazed at him seductively. For the first time, he could see something in her eyes- desire. "_Well?_"

"I… _I… ghhhhk…_" Spike began foaming at the mouth- his eyes rolled back, and he swayed for a few moments before toppling over. He was unconscious before he hit the floor.

* * *

><p>Slowly, Spike came too. Above him, he could see the library's ceiling. <em>A dream<em>, he thought to himself. _It was all just a dream._ He rubbed his eyes, expecting that at any moment, Twilight would awaken and wish him a good morning. But, it couldn't have been morning- the light was coming into the library from the wrong side…

"You're awake," a voice next to him said, a voice that definitely did _not_ belong to Twilight. He looked over.

Celestia was lounging in bed next to him. Naked.

Spike began to hyperventilate, his breaths becoming even faster when Celestia rested her bare hooves on his face. "Spike, _Spike_, please calm down. Breathe. _Breathe_." She inhaled and exhaled in an exaggerated fashion, with the young dragon joining in not long after. His dizziness began to fade, and his heart slowed to a decent (but still rather quick) pace.

It took a few moments for Spike to stammer, "You… _you're…_"

"Naked? Of course. I don't go to bed in my crown, you know."

Spike did know; this wasn't the first time he and Celestia had shared a bed. While she had been teaching him how to use his dragon fire to send and receive letters, the Princess allowed Spike to sleep in her bed. But all of that happed a long time ago, when Spike had been very, _very_ young- only a few weeks old at the most. But even now, after all these years, lying next to the Princess put him at ease; he struggled to keep his eyelids from drooping. "How long was I out?" he asked wearily.

"Only a few minutes at the most." She was silent for a few moments, before she asked, "So, have you reconsidered my request?"

Spike sputtered again, snapping awake in an instant. "P…Princess, are you feeling alright?"

"I feel just fine, Spike. Why do you ask?"

"Well, I, you, um…"

"If you're worried about the spell, then don't worry- I took the liberty of placing a temporary seal on your magic while you were unconscious. And everything I've read tells me that it would have worn off by now." Spike didn't respond, she simply stared at him, until a sudden realization came to her. "Oh, I see. You're worried about… _that_. Well I'm sorry to disappoint you Spike, but you aren't my first. Although, you would be the first _dragon_ I've taken to bed in quite some time."

"Huh?"

"Well, in spite of how others may see me, I'm still a pony- I have hopes, fears, and … _needs_ just like anypony else. There are some who are aware of that fact, and who have tried devious means to entice me into bed. They've tried everything, from honeyed words to blackmail to empty promises to simple bribery. Once, a mare offered me enough gold to fill this entire library, from floor to ceiling. But, I turned them all down."  
>"Why?" Spike asked. "Is… is it because you have a special somepony?"<p>

She shook her head. "I did have a special somepony once, but that was a _very_ long time ago. He isn't with us anymore."

"I…I'm sorry to hear that."

"Don't be- it isn't your fault. The real issue though is how those kinds of ponies perceive the act. They see it as a stepping stone, a bargaining chip they can turn in for whatever they choose- wealth, power, prestige, favor. And for some, the image of me, their sovereign ruler, writing beneath them, screaming their name, begging, _pleading_ for more, is quite a powerful one. There are ponies who have willingly thrown away their entire lives trying to make that vision a reality."

For a moment, Spike tried to envision Celestia beneath some stallion, writhing in the throes of ecstasy, but as soon as it had come, he pushed it away. There was just something… _wrong_ with the thought of Celestia submitting to anypony, with imagining her begging for _anything_.

"But, I still need to satisfy my needs somehow," Celestia continued. "So every decade or so, more often if it's during a particularly stressful period, I invite one of the royal guards to my bedchamber to… unwind. I always choose a new recruit, one of the quiet ones, the type who would unhesitatingly swear loyalty to me until their dying breath, had they not already done so upon joining the guard. The benefit is mutual- I get to… satisfy my need, and the guard receives a well-deserved boost in confidence."

Spike scratched his head. "…Okay. Then what do you need me for?"

"Well, in all fairness, I don't _need_ you. But you see, it's no accident that I invite a guard to my chamber every decade- to those who aren't chosen, it's seen simply as a 'performance review.' But if it happens more often, the guards and servants begin to talk, and more know about my little secret. And if somepony were to find out about the type of performance the guards engage in…"

Spike pushed himself up. "But that still doesn't explain what I have to do with all this."

"I was just getting to that. As you're no doubt aware, as my personal student, Twilight is entitled to certain privileges most other ponies aren't. For instance, she is allowed to enter my quarters without an escort, and when you become my student, so will you. So, if I were to invite you to my bedchamber for a 'private lesson,' the guards would let you pass without question."

Spike couldn't believe what the Princess was implying. And just then, images of her and Twilight being intimate flooded his mind, pangs of jealousy stabbing at his heart. "Wait, so have you… and Twilight…?"

"Oh no, no, of course not! Twilight is much too… well, living with her as long as you have, I'm sure you already have some idea." That he did. After their first time, Twilight had taken to recording their _experiences_ in a notebook that she imaginatively called "A Mare's (And Her Assistant's) Guide to Carnal Knowledge." At her insistence, his own experiences were recorded there as well. "But I have to say, I would be very honored if the both of you would be willing to join me. I love all my subjects both great and small, but you- both of you- hold a very special place in my heart." She gently began to nuzzle against his chest. "Please, let me… let me show you just how much I love you…"

Spike was far away at that moment. An image of himself, Twilight, and Celestia sharing a bed had come into his mind. His arms wrapped around Twilight's neck and she held him in her forelegs as they kissed- all the while, the two leaned against Celestia's warm body, as she smiled approvingly at the young couple. He would have been lying if he said the thought didn't appeal to him… but her nuzzling quickly shattered his dream. He began to scoot away from the immaculate alicorn, toward the edge of the bed. "I… I'm sorry, but I can't do this."

A massive foreleg wrapped around his body, holding him in place. "Something's troubling you, isn't it?" she asked. She began to crane her neck down, her horn glowing. "Let me see."

"Wait, no!" But it was too late- Celestia pressed her horn against the top of his head again. He felt as though some kind of thick, viscous fluid were seeping between his scales of his head, flowing into his skull and wrapping around his brain. The entire day flickered before his eyes- Fluttershy, Rarity, Applejack, Rainbow Dash, Pinkie Pie…

Celestia suddenly pulled her horn away. "My word…" she muttered to herself. She then said to Spike, "I can certainly see why you're so hesitant to proceed." She held him close. "You're under no obligation to do this for me- I merely asked it as a favor. And if you do choose to proceed, you can stop at any time if you're uncomfortable."

Slowly, the thought of him and Celestia making love began to bother him less and less. That was something funny Spike had discovered about Celestia. No matter what happened- whether he'd tripped and hurt himself, or sneezed and accidentally set fire to her bed- she always knew exactly what to say to make him feel better. It took a few moments, but he managed to reply, "…Alright.

"You have nothing to be worried about- you'll see. Now, if you would excuse me for a moment." She climbed out of Twilight's bed and began to walk toward the bathroom. Her hips swayed as she walked, and her glittering tail flicked about, threatening to expose her most private of areas- but to Spike's frustration, just enough of it remained in place to preserve her modesty. The door swung shut after her, leaving Spike alone in the silent library. He wondered what the Princess was doing, but he wouldn't be wondering for long.

After a minute or so, the bathroom door opened again- clouds of steam billowed out, as though the shower had been running. Then, Celestia stepped out. She wore a set of long black socks that stretched up the entirety of all four of her legs. Clasped around her neck was some sort of black collar. Her hips swayed as she walked- she looked upon him not with hunger, but with desire, the same way Twilight did. Spike's mouth began to water in spite of himself, and his member slid out from between his scales seemingly in an instant; he'd always thought that Celestia was beautiful- everypony did- but right now she looked absolutely… _sexalicious_. It wasn't a word, Spike knew, but he sincerely doubted that any word he could find in a dictionary would do the Princess justice.

She sauntered over to the bed and placed her hooves on it. Celestia absolutely towered over him, but he didn't mind- he actually found her position of dominance over him incredibly arousing. From his new position, Spike could now see that the collar around her neck was in fact a dog collar. "…What's all this for?" he asked.

For the first time in… _ever_, he saw Celestia blush. "…They make me feel sexy."

Spike's face burned. He had to admit, there was something very… _alluring_ about those socks. Though he found the collar to be a bit too much. "Um, I really… well, you look very… but the collar is…"

Celestia's horn glowed for a moment, and the collar disappeared in a flash. "Better?" she asked.

"Much." She lay down on top of him, taking care not to crush him under her massive body. For a moment, she smiled warmly down at him, before leaning down to kiss him. Her lips pressed against… well, his entire face really. Not that he minded- he put his hands under her chin as he kissed her lower lip in return. But it didn't take Spike long to realize that he… he couldn't breathe! His lungs began to burn, desperate for a breath of air- he pushed against Celestia with all his strength, legs flailing, making a few muffled cries to alert the Princess to his plight.

Celestia quickly realized what was wrong and pulled back. After a few moments of gasping, he managed to mumble, "Oh man… I thought I was gonna die…"

"Goodness, I'm terribly sorry, Spike," she said. "Are you alright?"

Spike sat up. "Yeah, I… I'm okay."

Celestia looked down at herself. "Hm... this isn't going to work." She rested a hoof on her chin for a moment, before an idea came to her. Her horn began to glow brightly, and before Spike's eyes, the Princess began to shrink. She grew smaller and smaller, until she was roughly the size of a filly. "There we are," she said, laying down on top of him again wrapping her forelegs around him.

Spike shivered as Celestia embraced him- It was one thing to lie next to the Princess, but it was something completely different to be held in her forelegs. His arms wrapped around her shoulders and he buried his face in the base of her neck. She smelled lovely, like a beautiful garden full of flowers, and the fabric of her socks felt absolutely wonderful against his scales. He opened his eyes, seeing her ever-flowing mane. He wanted to… no, it was too embarrassing. Well, they were already doing some naked hugging in bed, so it probably wouldn't be too much to ask. "Um, Princess? Can I ask you something?" She nodded. "Can I… touch your mane?"

"Of course you can." With a shaky claw, he reached up to her sparkling mane- when his fingers brushed against it, his entire arm was filled with a strange but not unpleasant tingling sensation. He giggled like the young dragon that he was, in spite of the situation. But to his disappointment, she soon pushed his claw away. "Let's try this again," she said, before craning her neck down to kiss him again.

It was perfect. But then again, this was the Princess he was kissing- why wouldn't it be perfect? Her tongue, honed through thousands of years of experience, danced expertly around his own- all he could do was lie back and take it all in. He shivered again as she touched a sock-clad hoof against his face, wondering for a moment if Twilight would be willing to wear some for him.

But soon, much sooner than he would have liked, the Princess broke the kiss. She stood up releasing him from her embrace- he sat up, his mouth opening to protest, but it died in his throat when he found himself facing Celestia's rear. Her tail moved to the side, finally exposing her most private of areas to him. His jaw dropped, his tongue lolled out of his watering mouth at the wondrous sight.

She looked back over her shoulder. "You want it?"

He nodded dumbly.

"Then come and claim it."

In the blink of an eye, Spike went from sitting on his rump to burying his face between Celestia's perfectly sculpted flank-cheeks. His tongue worked furiously, dancing over her rapidly moistening lips, occasionally flicking over her clit, the scent of her arousal filling his nose and forcing out any and all conscious thought. He gulped and slurped noisily, greedily drinking up Celestia's nectar as saliva and lubrication flowed down his chin. His claws ran over her flank-cheeks, her belly, her thighs, everywhere he could reach. Celestia let out a content sigh- as inexperienced as Spike may have been, there was something… _magical_ about a dragon's tongue. She let out a small cry as Spike's tongue suddenly wrapped around her clit- ah yes, _that_. Try as they might, most ponies were unable to replicate the feat.

Spike was lost in his own little world as he savaged Celestia's cunt. He could feel his member throb and pulse painfully, but he ignored it. He ignored everything- all that mattered to him was that small section of dripping flesh in front of his nose, and bringing as much pleasure to it as physically possible But all of a sudden, his world came crashing down as something lifted him into the air, away from Celestia. He gripped the alicorn's flank as hard as he could- for a few moments, her rear was pulled back as well, until the young dragon lost his grip and was separated from his little slice of paradise. He instantly began to crawl back to his original position, but Celestia lifted him into the air to stop him. "I think that's quite enough of that, Spike."

"_Buh… buh… buh…_" he stammered unintelligently, on the verge of tears.

"Now now Spike, settle down. I have something else for you to do." She presented herself to him; he fought, but Celestia's magic held him in place. "I want you to mount me."

His struggles ceased. "Wha…" he began, to be silenced when she wiggled her rump invitingly to him. He crawled over and tried to plant his face between her flank-cheeks once more, but the Princess lifted him to his feet. "Spike, no," she said, as though he were a misbehaving dog. A firm hoof was needed in this kind of situation, for her partner's safety- without her intervention, most would continue their cunnilingus against her wishes until they fell over unconscious… or they fell over dead.

Meanwhile, Spike could only stare at Celestia's rear. He'd been in this position before… but taking this sort of position over _the Princess _of all ponies… "Go on," she said, snapping him back to reality. "Touch it." He ran a hand over her flank- she let out a satisfied moan and pushed her flank against his hand. He looked up at her nervously- she looked back, before nodding approvingly. He put his hands on her hips, and prepared to do the unthinkable.

"Oh, Spike, wait." He froze. "Before we get started, I need to do something rather important." Spike froze on the spot. Celestia's horn glowed- for a brief moment, the walls, the floor, and the ceiling glowed a pale blue, before it rapidly faded away. "You may continue."

Spike remained still. "What did you just do?"

"I cast a soundproofing spell on the library. I've found that while making love, I tend to be rather… _vocal_."

Spike couldn't help but grow a little concerned. Twilight could be a bit vocal at times as well, but not to the extent of needing to soundproof the library. "IS everything alright, dear?" Celestia asked. He shook his head as he came back to reality. "Yeah, yeah I'm okay…" Well, there was no putting it off any longer. Taking a hold on his member, he guided it to her entrance, and after a moment's hesitation, pushed inside his sovereign ruler.

"_Nnn…_" she moaned. Her legs began to shake, and though Spike couldn't see it, a large, very satisfied smile had crept across her face. "E…excellent start, Spike…" she huffed. "Keep… going…" He did as she asked. Despite every fiber of his body screaming to drive into her as fast and as hard as he could, he forced himself to hold back- bedding the mare that raised the sun every morning was a once in a who-knew-how-many-lifetimes occurrence, and Spike was determined to make it last as long as possible. As he pushed into Celestia's absolutely divine marehood, he only hoped that the Princess felt as good as he did.

Celestia looked back at him, and said simply, "Harder."

Spike complied without a second thought, and the sound of his body meeting hers filled the small bedroom. She let out a content moan; she was _long_ overdue for this. Her magnificent wings were spread wide- before he could stop himself, his hands left her hips and began to run along the edges. She jerked, but quickly relaxed again, falling face-first into the bed. "_Mmmmph_…"

Spike froze. "Prin- uh, Celestia, are you okay?"

"_Mm-hmm._" She turned her head to the side. "I'm alright dear. But just so you know, I like it when ponies rub the base."

His claws instantly gripped the base of her wings. He resumed his thrusts, his hands sliding up and down her wings, from her back to the start of her feathers. She squirmed, driving him even further inside her as she moaned into Twilight's mattress. "_Mmmm_… _yes… just like that, dear…_" He shivered as her slightly muffled compliments met his ears- to think, it was him- _him!_- that was making the Princess feel good…

With shaking forelegs, Celestia managed to push herself up just enough to look back at the young dragon. "Spike," she began, "would you like to try something… different?"

"What kind of different?"

She didn't say anything. Instead, she magically pulled Spike out of her- at once, his nose was hit with the overpowering scent of her arousal. She repositioned him so that he was poised to enter… her ass. "I… like it like this…" she said shyly.

The shyness was just an act. She'd discovered long ago that ponies absolutely adored when she played the submissive role, and Spike was no exception; she could feel his grip on her hips tighten, hear him panting, feel small drops of drool fall on her flank. "…go ahead dear…"

Spike didn't need to be asked twice. His mind addled by lust, he thrust into the Princess with all the strength he could muster. She shrieked. He wasted no time, ramming into his princess as hard and as fast as he could. "Yes… _yes… __**YES!**_" Celestia's screams made the whole library shake. "_Rut me Spike! __**Rut me!**__ Make me your bitch!_" Spike's jaw would have dropped at the Princess's profanity… had his thoughts not been blocked by an impenetrable cloud of lust. She screamed as he pounded her ass mercilessly, his claw snaking down to massage her lower lips. Her tongue lolled out as Spike worked his magic. That was something else that she loved about dragons- those claws could be ever so useful…

But before long, the rapidly mounting pressure became too much to bear. With a small cry, she suddenly gripped Spike's member tightly, pushing him over the edge as well. His mind went blank as the pressure was released deep inside the Princess, and he slumped against her; however, her grip on his member ensured he remained on his feet.

After several long moments, the Princess's impossibly tight grip finally loosened, and Spike flopped back onto the mattress, exhausted. For some time, the only sound in the library was the sound of their breathing- then, Celestia pushed herself to her feet, and resumed her dominant position. She rested her forehead against his, looking deep into his eyes. Her body rocked against his, trying to maintain his rapidly shrinking erection. "Dear?" she asked.

"Huh?" he replied weakly.

"Would you like to play a game?"

"Uh… okay."

"It's actually very easy. All you need to do is lie down, and keep your hands to yourself. I'll take care of everything else.

She began to lift herself up; Spike's eyes widened. "Oh, and Spike? You'll have to close you're your eyes. Don't open them until I tell you. Can you do that?"

He nodded, shutting his eyes tightly. He felt her pick herself up, and shivered as he felt himself slide into her again. Warmth crept up his chest as she laid herself on top of him. She slowly bucked her hips against his. "Remember, no touching. And keep those eyes shut." He simply nodded again. With that, she pulled back, and began to bounce on top of him.

Every moment that passed was pure torture for Spike. He could feel Celestia bouncing on top of him, gyrating her hips, grinding them against his; sometimes, she would run a hoof down his chest, and sometimes, she would even stop to kiss him. Not being able to see what she was doing only excited him further, and the pressure began to mount rapidly. He wished he could see her, touch her, kiss her back, but her rules were very clear- no moving, period. Then, as her hips ground against his, she heard her say, "You may open your eyes now, dear." He did. He was completely unprepared for the sight that awaited him.

Celestia straddled him, her hips bucking against his. Her wings stuck out straight at her sides, the feathers spread. Despite her diminutive stature at the moment, she seemed to absolutely tower over him. Her forehooves rested against her head, disappearing into her electric flowing mane. She looked down at him through half-lidded eyes, a sultry, seductive smile on her lips. At that moment, she looked every bit the perfect, radiant, alluring, sensual, sexalicious goddess that she was.

That was the last straw. With a cry, Spike came again, releasing spurt after helpless spurt of his seed deep inside her. She clenched tightly around his member, completely draining it of all its worth. But soon, much too soon in his opinion, it was over; his member rapidly retreated into his scales, this time for good. Blearily, he saw Celestia crane her neck down to kiss him; he feebly mimicked the motions of her lips, before unconsciousness finally took him.

Celestia broke the kiss when she realized the young dragon beneath her wasn't kissing back. "Spike?" she asked. There was no response. She touched her hoof to his face. "Spike, dear?" But he was gone- that one final orgasm had completely sapped what little of his strength that remained. Her horn glowed for a moment, and in the blink of an eye, all evidence of their lovemaking had been erased from existence. She embraced the young dragon, and kissed him on the cheek. "Sleep well," she whispered. Her horn glowed again as she released him; his journal floated across the room, into her waiting hooves.

Spike lay next to her, fast asleep. A smile broke across his face as his dreams filled with purple unicorns.

* * *

><p>Twilight groaned as she finally came to, her side aching. She looked around- she was lying on the floor of Sugarcube Corner, surrounded by the bodies of her friends. She quickly noticed that Spike was not among them. She got to her hooves and hurried over to Rainbow Dash, trying to rouse the pegasus. "Rainbow Dash… <em>Rainbow Dash<em>, wake up… come on, get up."

Rainbow rolled over, turning her back toward the unicorn. "_Nngh_… sleeping. Go away."

Relieved, Twilight did just that, moving to rouse Applejack. "Mmm… Twilight? What's goin' on?"

"The Princess cast a sleeping spell on all of us. And, I think she might've taken Spike with her."

Applejack gently awakened Fluttershy. "That ain't good. What're we supposed ta do if the Princess has sunk her teeth into Spike?"

"I… I don't know." Twilight woke Rarity, and then Pinkie Pie. "We might have to contact Luna. Maybe even use the Elements of Harmony on her."

"Are ya sure that'll work?"

"No. But we have to do something. Who knows how Spike might affect the Princess."

Pinkie suddenly sprung up. "Wow, that was a super nap!" she exclaimed. Then she looked around. "Did we have a sleepover?"

"Pinkie," Rarity began, "don't you remember anything that happened?"

"Yeah! Spike came to visit and then…" A horrified expression slowly crossed her face. "Wait. Spike came, and then I… oh… _oh no_…" Pinkie's mane flattened, and a fountain of tears erupted from her eyes.

Fluttershy went to comfort her. "Shh, it's okay Pinkie, it's okay," she said softly, hugging the crying party pony. But it did nothing to stem the fountain of tears.

"Ugh, fine, I'm up," Rainbow Dash groaned, rising to her feet. "Is it too much to want to take a nap in peace?"

"Nice of you ta join us, Rainbow," Applejack said.

"Whatever. Now what's going on?"

"Spike's gone," Twilight replied. "I think the Princess took him."

"What?" In the blink of an eye, the rainbow-maned pegasus crossed the room and stood next to her friends. "Oh, this is bad. If the Princess has him, how are we ever supposed to get him back and fix what's wrong with him?"

"Well," Twilight began, "I have an idea. I don't like the sound of it, but it might be our only option…"

As Twilight, Applejack and Rainbow discussed how to save Spike from the Princess's grasp, and Fluttershy continued to comfort Pinkie Pie, Rarity spotted something on the floor. It was a scroll- the scroll from earlier to be exact, but now, there was something written on it. She picked it up and read it. "Girls," she said out loud, "you should take a look at this." The others trotted over (except for Pinkie Pie, who Fluttershy, and then Rainbow Dash had to drag over) to read the note:

_My Little Ponies,  
><em>_Meet me in the library. There are important things that we need to discuss.  
><em>_Celestia_


	10. Thawing

**Chapter X: Thawing**

Twilight and her friends raced to the library. Or, Twilight and Rarity raced to the library; Applejack and Rainbow Dash brought up the rear, carrying Pinkie on their back. Fluttershy trotted alongside them, still providing emotional support to the pink pony. A few minutes later, Twilight burst into the library. "Princess!" she called. "Princess, where are you?"

"Up here, Twilight." The Princess's voice floated down from upstairs, it sounded like she was in… Twilight dashed up the stairs, and threw open the door to her and Spike's bedroom. Her jaw dropped, as she saw a little filly lying in her bed, reading Spike's diary. Spike himself lay next to her, asleep.

"Hello Twilight," the filly said.

"P… Princess?" Twilight asked, dumbstruck. Now that she'd gotten a good look, she realized that the filly was indeed the Princess. She had the same flowing mane, the same flawless white coat, the same beautiful lavender eyes, the same everything. All that was different was that she was now much smaller. And, she was completely naked save for a set of long black socks.

"My word…" Rarity said as she entered the room. "Is… is that the Princess?"

"Hello Rarity," the Princess said. "How is your business?"

"It's doing well…" the fashionista replied uncertainly. At that moment, Applejack and Rainbow carried Pinkie into the room, with Fluttershy in tow. "Ah, good, you're all here," the Princess said. "Just give me a moment." She leaned over, touching her glowing horn against the sleeping dragon.

Spike shifted beneath the covers; then, he groaned before sitting up, bleary-eyed. "Ugh… what time is it?" he asked tiredly. He snapped awake as soon as his eyes fell on Twilight. _Oh no…_ he thought to himself, but before Twilight could say anything to him, Celestia spoke.

"Now, we're ready to begin," she said. She paused for a moment, as though carefully considering her words, before continuing. "Twilight, as I'm certain you're aware, Spike is… growing up. And as a dragon, his development is much different than a pony's. For instance, around this time, a dragon's of Spike's breed will begin to-"

"Uh, Princess," Twilight interrupted, hesitantly, "I know what's happening to Spike. We all do."

"…I don't…" Pinkie said in a near-inaudible voice.

As Fluttershy pulled Pinkie aside to explain what happened, Celestia continued, "So you figured it out. I knew you would, Twilight- I just wasn't certain about your friends. But, there's something you need to know. Spike's magic will only continue to grow stronger as he grows older- eventually, it will reach a point where he becomes a danger to himself, to you, and even all of Ponyville…"

As the Princess talked, Rarity shifted uncomfortably - the guilt that had been building up since they had read Spike's journal was becoming overwhelming. Before long, she just couldn't take any more- she _had_ to tell Twilight. "I… I'm terribly sorry to interrupt," she began; Celestia fell silent at once. "…but there's something that I need to tell you, Twilight."

Twilight was visibly troubled by her friend's interruption of the Princess- Celestia herself merely looked on curiously. Twilight looked at her mentor, who nodded silently- then, she looked back at the fashionista and asked, "Alright, what is it?"

In spite of her best efforts, her nerves began to overtake her. She scratched her ankle with her hoof nervously, she looked at the floor, she played with her mane- she did anything she could to try to ease the knot tightening painfully in her stomach. "It… well, um… you see…" the fashionista stammered; she quikly fell silent as she tried to figure out how to best phrase her confession. She took a deep breath. "…I was the one who… told the Princess about you and… and _Spike_." Her voice faltered, becoming little more than a mumble by the end.

A heavy silence hung in the air. Twilight stared at Rarity, her mouth slightly agape. For one brief instant, her expression became one of unfathomable rage, but just as soon as it appeared, it was gone. She closed her eyes and took a deep breath, gritting her teeth. "Rarity?" Twilight said, her voice shaking. "Could you come here, please?"

Rarity approached Twilight cautiously. The purple unicorn lifted up her foreleg, as though to embrace her friend; but when she was in range, Twilight suddenly reached her foreleg back, and slammed her hoof against Rarity's jaw. The fashionista was knocked onto her rump by the blow; she brought a hoof up to her face, her eyes wide and watering.

"You… you… _bitch_," Twilight growled. "I can't believe that you were the one responsible for all this. I thought you were my friend, but _what kind of friend tries to put her friend __**in jail!**_" Her voice grew louder and louder, until she was screaming at the unicorn. "_What right did you have to go butting into other ponies' lives, huh? __**What right!**_"

Tears streamed down the white unicorn's face. She was completely incapable of bringing herself to say anything in her own defense. Rainbow Dash decided that now would be a good time to step in. "Listen Twilight," she began, "I know you're angry, but-"

"Oh don't worry," Twilight snapped. "I'm not _angry_. _Angry__** doesn't even BEGIN TO COVER IT!**_"

"Twilight," Celestia began. "Please calm-"

"_And you're even worse than __**she**__ is!_" Twilight pointed an accusing hoof toward the Princess. "You took Spike away from me, you put me under house arrest, you _humiliated_ me in front of all my friends, and then you _sleep with my assistant on top of all that!_ But the worst part is… _you lied to me!_ Your _prized student!_ You told me once that you trusted me more than you trusted some of your own advisors, but you didn't trust me enough to just tell the truth about this whole thing?_ I_-I, you…" Twilight stammered for a few moments, before turning her back on everypony. "Get out. All of you. I can't stand to look at any of you right now."

"Twilight," Applejack said cautiously, "just calm down. There's no need ta get overly excited and do something ya might regret."

"I'm not going to tell you again. _Get. Out._"

"But Twilight-"

"_**GET OUT BEFORE I THROW YOU OUT!**_" For one brief instant, her mane and tail were ablaze with orange flames. Everypony fled the room, even the Princess, whose position of authority was several magnitudes higher than Twilight's. But as he tried to leave, Spike was suddenly lifted into the air. "You stay," the purple unicorn said as he floated over, and was set down in front of her.

For several moments, she regarded him in silence. "As for you Spike…" she began, before falling silent again. His heart raced at a hundred miles an hour, but Spike did his best to put on a brave face against whatever terrible, angry_, hurtful_ words she had in store for him. He would be brave. He would… _would be… b-b-b…_

Spike began bawling. Not crying, not sobbing, not weeping, _bawling_. An entire days' worth of fear and guilt came flooding out all at once, and he was completely and utterly powerless to stop it. He tried to force himself to stop, to face his punishment with some semblance of dignity, but his tears would not stop no matter how hard he tried to contain them. He simply dropped onto his rear, bawling, awaiting whatever punishment Twilight had in store for him.

Meanwhile, Twilight could only stare at the hysterical dragon sitting in front of her. Her anger faded as her maternal instinct took over. She sat down and cradled Spike in her forelegs, whispering soothing words to him. "_Shh_… _Shh… It's okay Spike…_" she whispered, gently running her hoof down his back. "_I'm not angry… I'm not angry… just, shh… shh…_"

Spike replied with… _something_- between his sobs and being pressed into Twilight's chest, his words were nearly incomprehensible. She was able to make out bits and pieces though, specifically "you," "angry," "alone," "bad assistant," "don't deserve you," and "I'm sorry," repeated over and over and over again.

He sobbed into her chest for a long while, completely soaking her coat. She held him all the while, stroking his back, whispering soft words to him. Eventually, his sobs grew softer, fading into small sniffles. Finally, he pulled away from her chest and looked up at her- his eyes were red and puffy, and a small strand of snot connected his nose with her chest. She wiped it away without hesitation- living with Spike for as long as she had, she'd wiped more than her fair share of dripping scaly noses.

"Spike…" she began, gently placing a hoof on his shoulder, "…I'm not angry with you. I'd never be angry with you. Not over this."

"Are you d…disappointed with me?"

Twilight looked at him in silence, before embracing him again. "…A little." She squeezed him tightly when she felt him shudder. "But, you didn't mean it… right?"

"I… I…" Spike took in a long, shuddering gasp. "I need to be honest with you. I _did_ like it, at first. I mean, Fluttershy, and then Rarity and Applejack… But then, Rainbow Dash… and then Pinkie Pie…" His arms wrapped tightly around her. "I wish I could take it back. I wouldn't even _look _at another mare if it meant I could be with you."

She ran a hoof down his back. "You don't have to do _that_…"

He pressed his face into her chest again, muffling his reply. "I just… I just want us to be together again, Twilight."

Twilight hugged him tightly. "I do too, Spike. I do too."

For a long while, Twilight and Spike held each other silently. Then, Spike said, "Earlier, while you were asleep, and before… that thing, Celestia told me she can help me control my magic."

"She did? Does that mean you're going to become her student too?"

"That's okay… right?"  
>Twilight released him, holding him at foreleg's length, beaming. "Okay? <em>Okay?<em> It's better than okay! It's… well…" She blushed slightly. "Ever since I was little, I've always… this will sound silly, but I've always wanted Celestia to make you her student too. So we could study together, and learn magic, and…" Her smile rapidly faded. "…Oh no… I hope the Princess isn't mad that I yelled at her. And Rarity… I can't believe that I hit her! I bet everypony hates me now…" She hung her head in shame.

"Hey, come on Twilight, I'm sure that's not true." He put his hand under her chin, and pushed her head up, looking into her eyes. "I'm sure everypony'll forgive you if you go downstairs and apologize."

Spike's words failed to cheer Twilight up. "How can you be so sure?"

"Well it couldn't hurt to try."

"…I guess not." Twilight visibly perked up. "Thanks Spike. Hop on. I think the both of us have some apologizing to do."

"No problem Twilight." With all his strength, Spike hoisted himself onto Twilight's back. When he was in place, Twilight opened her bedroom door, and headed down the stairs.

* * *

><p>A smothering silence had fallen downstairs as everypony looked at each other in silence. Eventually, Applejack found the courage to speak. "So, Princess… what's with that getup?"<p>

She blushed. "Oh! Oh dear… it was… I…" Her horn glowed- in a flash, Celestia was her normal size, wearing her usual regalia.

"Spike got to you too? I gotta say, I didn't see that one comin'."

Somehow, the Princess's cheeks turned even redder. "He didn't 'get me.' …At this stage, his magic isn't strong enough."

"Well, then why'd you… you know, do it?" Rainbow Dash asked, a slight touch of disbelief hanging from her words.

"…I get lonely. Is that wrong?"

"Well no, but it don't exactly give ya the right to go sleepin' around with your student's assistant," Applejack replied. "I mean, ya got a whole army of servants who bend over backwards for ya as it is. Why not just… ask one of them?"

Celestia opened her mouth as though to say something in her defense, but quickly closed it, visibly ashamed. For several long moments, the only sound in the living room was an occasional sniffle from Pinkie. Eventually, Rainbow asked, "What do you think they're talking about up there?"

"I'm not sure," Rarity replied, her words slurred by her swollen jaw. She put a hoof on her bruise. "_Ah_… I just hope she isn't being too hard on him."

Just then, the upstairs door creaked open. Everypony looked at each other anxiously, except for Celestia- on the surface she was calm, but in truth the ruler of Equestria was genuinely afraid for her student, and what shape she might be in. Everypony (even Celestia) held their breath as they heard hooves clop down the stairs. Finally, Twilight came entered the room, with Spike riding on her back. She didn't appear to be angry, but it was too soon for any of them to relax. "Um, hi… everypony…" she said nervously.

Everypony breathed a quiet sigh of relief- Twilight was back to normal. At least, at first glance.

She pawed the floor with her hoof, shrinking away from the gazes of her friends. Spike leaned against her and said in a low voice, "Come on Twilight, don't be so worried. Everything'll be fine, you'll see." He hopped off, giving Twilight a reassuring pat on the rump. "Now go on."

Twilight walked up to Celestia, trembling furiously. With the Princess lying on the floor in front of her, the courage Spike's words had given her upstairs degraded rapidly- her ears flattened against her head and she looked down, pawing at the floor with her hoof again. "Celestia, I-"

It was all she had a chance to say. At that moment, Celestia reached out, grabbed Twilight, and held her against her chest. "You don't need to say anything else, Twilight."

"But- but- but…" Twilight stammered.

"You have every right to angry with me, Twilight. This- all of it- could have been avoided if I'd simply told you the truth about what was wrong with Spike yesterday. Can… can you ever forgive me?"

"What?" The Princess, asking forgiveness, from _her?_ Twilight would have laughed at the thought, if it hadn't just happened.

"As you said, I once told you that I trusted you above some of my closest advisors. So how could I ever justify lying to a pony who I regard so highly?"

In spite of herself, Twilight began to tear up; she always did when Celestia gave her some kind of compliment. The Princess wrapped her forelegs around her student, and she hugged her mentor back. "Of course… of course I forgive you, Princess."

Spike couldn't help but smile as he watched Twilight and her teacher embrace. But his happiness was interrupted when Rainbow Dash walked up to him. "Hey, Spike?" she asked.

"What is it Rainbow?"

She didn't reply right away. She looked at the floor, and scratched one of her ankles with her hoof, as though she were a filly who'd just gotten in trouble. "Listen, I… well, it's sorta… I mean, you're…" She fell silent again for a moment, before embracing Spike in her forelegs. "I'm sorry," she said in a low voice. "I'm so… so sorry. I know that after what I did, I… I deserve it but please… please don't hate me…" Spike felt something drop onto his shoulder, something… wet.

He wrapped his arms around the pegasus's neck. "Hey, it… it's okay," he said softly to her. "I'm not mad. You… you weren't yourself."

"You're too nice Spike…" She squeezed him tightly. "Oh, and… could you not tell anyone that I was crying?"

"Sure."

"Thanks." She released him, quickly wiping her eyes before trotting away. Spike then saw Pinkie Pie, with Fluttershy still trying to console her. He began to walk toward them. Fluttershy's face reddened as he approached; Pinkie gave no indication that she was aware of his presence. "…Hi Spike," Fluttershy said timidly.

"Hey Fluttershy. Can I talk to Pinkie Pie for a minute?"

"Oh, um, of course." The shy pegasus took a few steps back to give the two space. Pinkie didn't look at him, or say anything- she simply stared at the floor near his feet. Spike started the conversation. "Um, hi Pinkie," he began.

"_Geh… geh… geh…_" was all she managed to say before breaking down into another fountain of tears. Spike quickly embraced the pink party pony. "Oh Pinkie, please don't cry! I… I'm not mad at you; just please, shh… don't cry… don't cry…"

As Spike tried (and failed) to calm Pinkie down, Rarity turned to Applejack. "Well Applejack, I believe I owe you an apology as well. I had no right roping you into that… well, _that_. …No pun intended."

"Don't worry too much 'bout it, sugarcube," the orange pony replied. "You weren't yourself. And…" She blushed ever so slightly. "…Well, I'd be lyin' if I told ya I didn't enjoy it."

She raised an eyebrow. "_Really?_ If that's the case, maybe I should invite you to the Boutique more often. I have a few 'items' lying around that can-"

"Don't push your luck."

Celestia and Twilight had finally finished their embrace, and the purple unicorn clopped up to the farm pony and the fashionista. In spite of herself, Twilight's heart thumped painfully in her chest. She tried to take a deep breath to calm herself. "Rarity, I… I'm sorry." She hung her head. "I just- I don't know what came over me. If… if you-"

"It's quite alright dear," Rarity replied. "You had every right- I imagine that had the situation been reversed, I may have done the same to you." She paused briefly. "You have my word that I won't do something like this ever again. As much as Spike means to me, if you two want to be together, then I'll support you one hundred percent."

Twilight embraced the fashionista. "Thank you. That means a lot to me- to _us_." She released her. "…Do you want me to do something about your jaw?"

"If it's not too much to ask, could you get me an ice pack?" Twilight's horn glowed, summoning the item into existence. Rarity took it and rested it against her sore jaw. "_Ahh…_" she sighed. "Thank you, dear."

Spike swayed slightly as he held Pinkie. Her crying had finally died back down to a few sniffles. "See? It's okay…" he whispered. "Everything will be okay. Everything will be okay…"

She sniffed. "You're… you're not mad at me?"

In reality, Spike was a little afraid of Pinkie Pie now, knowing something like… _that_ was inside her. But was he angry? "No. It… it was my fault. And as for you… well, I'm sure there's somewhere you can go that can help you with your problems." He let go of Pinkie so he could look her in the eye. "And me and Twilight and Rarity and Applejack and Rainbow Dash and Fluttershy… we'll always be here to support you."

To his relief, she smiled- her mane didn't poof up, but Spike would take any small victory that he got. "Thanks Spike," she said in a voice that was both sad, but a little happy as well. Then, she bent forward and gave him a very small, very quick kiss on the lips. "You're really sweet. I guess I know why Twilight likes you so much."

Celestia watched the events unfolding in front of her in silence, a small smile of approval on her lips. "Everypony? I have an announcement to make," she said above the chatter of her most favored subjects. The clamor died down as all eyes turned to the Princess. "Spike, take a note please." Spike grabbed a quill and a roll of parchment. "To my most faithful student, Twilight Sparkle…" she began. "In the past, I've needed to work behind the scenes to handle… delicate issues. But today I learned that when a situation involves ponies who you trust, ponies who you love, honesty is the only policy worth following."

Twilight's jaw dropped at what she was hearing. The Princess was dictating a friendship report, to her. "When you lie to your loved ones, not only do you disrespect them, but also the friendship that you share. And one should always, _always _treasure their friends… and their loved ones." Celestia wiped her eyes with her hoof. "With… with a lot a love, Princess Celestia." Spike finished writing the report. "Now Spike, if you would…"

Spike rolled up the report and walked up to Twilight. "Here you go," he said as he held out the rolled up parchment to her. She levitated the scroll out of his hands- her mouth worked furiously, trying to give Celestia some sort of "thank you," but words completely failed her.

"You don't need to thank me for this Twilight- in any case, I still have a few more announcements to make. Oh, you don't need to write these ones down, Spike." The young dragon stopped searching for another roll of parchment. "First, from this time forward, Twilight Sparkle shall be released from her house arrest, and Spike shall be placed back in her care."

Twilight couldn't contain herself upon hearing this. "_**Yes!**_" she cried, leaping for joy. She bounced around the library, chanting "_**Yes yes yes yes yes yes yes yes yes yes yes yes yes yes!**_"

Celestia continued her announcement as Twilight bounced around her. "In addition, Spike will be relocated to Canterlot to begin his magic training under my supervision, effective immediately."

Twilight froze mid-bounce, hanging motionlessly in the air. For one brief moment, she'd been on top of the world… but now here she was, falling off the top of the world. She unceremoniously dropped to the floor, speechless. But Applejack was willing to speak for her. "Hold on now," she said. "First ya say it's okay for Spike ta move back in with Twilight, but then ya turn around and say yer takin' him away again? Now that ain't fair!"

"I'm not taking Spike away to be cruel," the Princess replied. "In my years, I've found that there are few things more dangerous than a unicorn that cannot control their magic, and when you take into account the fact that dragon magic is far more powerful than most forms of unicorn magic…"

Everypony understood what the Princess was implying, but it didn't make the news any easier to hear. Celestia broke the silence again. "I'll… give you a few minutes to say your goodbyes, Spike."

Spike went around the library, saying his goodbyes to each of his friends- they wished him good luck with his studies in turn, before giving him a hug, and a small kiss on the cheek.

"I'll try and visit ya as much as I can," Applejack told him. "If I can't, then I'll be sure ta write."

"Things won't be the same in the Boutique without you, Spike," Rarity said. "If I ever catch myself in Canterlot or with free time on my hooves, I'll be sure to pay you a visit."

"With all the stuff I have to do for the weather team, I don't know how often I can visit," Rainbow Dash said. "I promise to send you letters though. Just make sure to write back, okay?"

"All my animal friends are hibernating or went south for the winter, so I could come visit you every day," Fluttershy near-whispered. "…That is, if it's okay with you."

"I promise I'll send you a cake every day until you come back," Pinkie Pie said with a small smile.

Finally, Spike came to Twilight. At first, she said nothing, and simply stared up at the young dragon. "Uh, Twilight? You okay?" he asked. In the blink of an eye, Spike suddenly found his face being pressed firmly into her chest, her forelegs crossed over his back. She continued to say nothing, simply holding him tightly against her chest. "_Mmmph ghhnn mfff mmm thhh, Tfff_" Spike said. Her grip loosened a little bit so he could speak clearly. "I'm gonna miss you too, Twilight," he repeated, wrapping his arms tightly around her neck- she kissed the top of his head, running her hooves over his back. He let go of Twilight's neck and tried to pull away, but she wrapped her forelegs around him to keep him in place.

"Twilight, you have to let me go."

She sniffled. "Just… just let me hold you a little longer. Please?"

Spike squeezed her tightly for just a few more seconds, before her hands slipped from around her neck again. He slipped out of her grasp and began to walk toward the Princess; Twilight reached out a hoof after him, before letting it clop against the floor.

Celestia lifted Spike onto her back. From his vantage point, he looked at his friends one last time. "Well, goodbye everypony," he said. "I promise I won't be gone for too long." He put on a big smile, but there was no hiding the sadness in his eyes. "Prin- Celestia, we should go now." His voice faltered, and he wiped his eyes with a claw.

"Alright then," Celestia said, glancing back at him. She turned her attention back to the Elements of Harmony. "All of you are free to pay Spike a visit whenever you like- don't forget that." Her horn began to glow. "Goodbye everyone."

There was a bright flash… and then they were gone.

Twilight could only stare at the spot where the Princess had been standing, her eyes beginning to water. _Don't cry_, she told herself. _Don't cry, don't cry, don't cry don't cry don't cry don't-_

She began to cry.

"Whoa, hey now Twilight, what're ya cryin' for?" Applejack asked, putting a foreleg around the unicorn's shoulder.

Twilight wiped her eyes, but still, the tears came. "I… I'm sorry. It's just… what if he never comes home? What if he can't control his magic and the Princess has to send him away where I can't see him? What am I supposed to do without him?"

Rainbow wrapped her hooves around her friend. "C'mon Twilight- after living with you for so long, I'm sure Spike learned _something_ about magic. And I'm sure the Princess will let you visit him until his training's over. Heck, you could probably visit him every day if you wanted."

Rarity embraced the unicorn as well. "Rainbow is right. Spike is a smart young dragon- I'm sure he'll be in your forelegs again before you know it. And the Princess wouldn't keep you from visiting your own assistant, would she?"

"I guess not…" Twilight replied.

"I… I wish that we could've thrown him a going-away party…" Pinkie said.

"Hey, I have an idea Pinkie," Fluttershy said. "Why don't we all bake Spike a nice cake and send it to him?"

She wiped her eyes, and smiled broadly at her pegasus friend, her mane beginning to curl up. "I think I'd like that."


	11. Epilogue: Burning Bright

**Epilogue: Burning Bright**

Twilight walked through the halls of the Canterlot Royal Palace, a bright smile on her face. It was a beautiful winter's day- the sun shone on the pure white snow, ponies frolicked in the gardens without a care, and all was right in the world.

Well, almost everything.

Ever since Spike had been whisked away to Canterlot to begin his magic training a month earlier, Twilight had been completely and utterly alone in the library. Of course, everypony in Ponyville was affected by the young dragon's absence- the town's colts became dull and humorless without their pal around, Rarity's various projects progressed much more slowly without Spike's assistance (and her designs seemed less inspired to boot), and even the Cutie Mark Crusaders went on their adventures with a noticeable lack of enthusiasm. But as his caretaker, Twilight got the worst of it. Her studies ground to a halt as she found herself unable to concentrate on anything other than her absent assistant. When she talked with anypony, Spike would inevitably become the focus of their conversation. And when she went to sleep at night, her dreams would be filled with images of the young dragon, his smile, the sounds of his laughter… and she would inevitably awake to find her pillow soaked with tears.

But Spike wasn't the only missing resident of Ponyville. Just a few days after Spike's departure, Pinkie Pie checked herself into Ponyville Hospital's psychiatric ward, vowing that she wouldn't leave until she'd worked out all her issues. Twilight and her friends supported her decision… but not the vow- they had used every means they could conceive of trying to convince the party pony to leave the hospital at least occasionally, to absolutely no avail. The Cakes tried their best, but without access to Pinkie's baking skills, the confectionaries of Sugarcube Corner became bland and tasteless. And without her antics to liven things up and bring smiles to ponies' faces, it felt as though a dark, inescapable cloud hung over the entire town.

Twilight's friends (sans Pinkie Pie of course) visited the library frequently to give their condolences. Rarity in particular was the most sympathetic- not a day went by where she didn't stop by to share some new "technique" for Twilight to try, or loan some manual about intimacy. Twilight knew they were her way of trying to patch things up between them, and she greatly appreciated her fashionista friend's efforts, but the gifts only served to remind her of the empty bed she had to return to every night after her studies.

Her one true respite came when she visited Spike in Canterlot. They could never talk for long, or _be intimate_- their separate responsibilities saw to that- but just being able to see him, to hug him, _kiss_ him, gave her the strength to keep going. Of his friends, she was the one who visited the most often, dropping in every few days- the others visited when the opportunity presented itself, both with and without Twilight, though their visits were much less frequent.

Before long, Twilight came to a very familiar door. She knew what lay beyond- it had been her and Spike's quarters when they had still lived in Canterlot together. Now, Spike lived here alone for the time being, as the Princess trained him in the ways of magic. The guards posted by the door glanced at her briefly, before turning their attention forward again. They knew who she was, and thus did nothing to bar her progress. She smiled briefly at both of them, receiving only another quick glance in return, before pushing the door open and stepping inside.

The room beyond looked exactly the same as it had the day she and Spike left for Ponyville. Spike himself stood directly across from her at her old worktable, with his back to her- from the flickers of light that danced on the wall in front of him, he was working with some sort of fire spell. She approached him as quietly as she could, not wanting to disrupt whatever he might have been working on. Just a few weeks earlier, Twilight had accidentally startled Spike as he worked on a spell- the resulting misfire turned her mane and a large patch of his scales a bright shade of orange for several days.

Even though she had been as quiet as possible, Spike suddenly asked, "Hey Twilight, do you remember when you told me I could give myself wings? Well, watch this." The flickering lights were replaced with a solid white one that glowed brightly for several moments. Then, the light flared- it wasn't blinding, but Twilight brought up a foreleg to shield her eyes regardless. Her jaw dropped as she saw a pair of massive wings unfurl from Spike's back, blocking out the light.

"Spike, that's… incredible! You really pulled it off!" Sure, the massive leathery wings looked more than a little silly on Spike's much smaller body, but for him to be casting such high level magic as transformation spells after only a month of training… Celestia wasn't joking when she said Spike might be the most talented student she'd ever trained. "…Aside from you of course, Twilight!" she'd hastily added afterward. Twilight asked, "Can you fly with them?"

"Yeah! I'd show you right now, but Celestia says I'm not allowed to fly inside anymore." Spike looked over his shoulders, admiring his new wings. "Aren't they cool? Man, I can't wait to show these to Rainbow Dash- I bet she'd be so jealous."

"I'm sure she will." She walked the rest of the way up to her assistant as he made his wings vanish. "So?"

"So… _what_?" His eyes widened for a moment. "Oh, right! Well, I asked Celestia, and she said it would be alright for me to come back to Ponyville for Hearth's Warming Day. But she also said that I might finish with my training before then."

Twilight threw her forelegs around the young dragon. "Oh Spike, that's wonderful news! And I'm sure the others would be glad to hear it." She looked over at a large stack of boxes that had accumulated on a nearby reading desk. "I see Pinkie is keeping her promise."

"Yep. She's sent me a cake every day since I got here." There was silence for a moment. "…Is she still in the hospital?"

"Yeah…"

"Is… is she getting better? She doesn't visit or send letters like the others- all she sends are cakes."

"It's been slow, but yeah, she's been getting better. The counselor says that if we're lucky, she might be able to go home in a few more weeks."

"That's good…" Silence fell between the two again. Eventually, Twilight spoke again. "Spike?" she asked.

"Yeah?"

She kissed him. "Spike… please come home."

"I wish I could, Twilight. But you know I can't- not until my training is finished." Twilight didn't say anything, simply holding Spike in her forelegs. Then, she kissed him. Then she kissed him again. And again. And again. She pinned him to the floor, peppering his face with kisses. "I miss you," she told him between kisses. "You have no idea… how much I miss you."

He ran his claws through her mane. "I miss you too, Twilight."

She began to rock against him in a very unsubtle way, and her voice took on a sultry tone. "Spike… let's do it."

Spike stammered as his member slowly began to slide out from between his scales. "What? Listen, I know the Princess said she'd let me move back into the library when my training's finished, but that doesn't mean-"

"I don't care," she replied bluntly. "Just give me five minutes. No one would ever know."

"…You know I don't like quickies."

"Spike, _please_ do this for me. I just need something to hold me over until Hearth's Warming. When you come home, I promise you -I _promise _you- that we'll go for as long as you want. Okay?"

"…Alright." He put his hands on her muzzle, and pulled her into a deep kiss. She rubbed against him firmly, eliciting a long muffled groan from the small dragon. He'd missed this. They both had. They both became aware of strange little details as they kissed: the sharp mineral taste of the inside of Spike's mouth, the way Twilight's coat rubbed against his scales, the way her breaths tickled the tip of his nose, the way his tail would wrap around her own… Their tongues danced around each other expertly as Spike began to move his hips in time with Twilight's rocking, drawing out a pleased moan from the young mare.

But at the worst possible moment, the door to Spike's quarters swung open. "Good morning, Spike," Celestia's voice said. "For today's lesson, I was thinking…" He words trailed off as her eyes fell on the two. She stared at them in silence, her mouth slightly agape. "…Oh. I see that you're… _busy_. Well I suppose your lesson could wait until this afternoon…"

Twilight and Spike scrambled to her feet. Twilight spluttered and stammered, trying to formulate some sort of explanation for what the Princess had seen. "Um, it wasn't what you… it was just… you see, I was…" she babbled. Spike said nothing- he merely blushed, his claws resting over his groin in an attempt to preserve his modesty.

Twilight's babbling stopped when she realized the Princess was smiling at them. "Wait… you're not mad?"

The Princess simply shook her head, still smiling. "Come with me," she said, and left the room. They followed. Celestia led them all through the palace- servants and guards would bow to the Princess (and to a certain extent, to Twilight and Spike as well) as they passed by in the halls. After some time, three began ascending one of the spiral staircases leading to the top of one of the palace's many spires. As they climbed, the daily sounds of the palace faded into an eerie silence, broken only by the sounds of their footfalls- Twilight couldn't even hear the wind blowing outside. It occurred to her that she hadn't asked where they were going yet. "Uh, Princess? Where are we going?"

She answered Twilight's question with a question of her own. "Twilight, what can you tell me about Solaris's Tower?"

"Solaris's Tower? Um… it was one of two towers built late in the reign of King Solaris to… commemorate the birth of you and Princess Luna, along with Dusk's Tower. It was originally named Dawn's Tower, but following his death after your and Luna's ascension to the throne, it was renamed in his memory."

"That's right, Twilight. You're a smart filly. And do you know what Solaris's Tower was used for?"

"It was where your bedchamber was. Until you moved it to the Aura Wing after Nightmare Moon's banishment."

"Correct again. But as you'll soon see, I didn't _completely_ abandon my old room." They finally reached a landing, with a large wooden door. Celestia stood aside, and motioned for Twilight and her assistant to proceed. Though wary, Twilight approached the door with Spike in tow, and pushed it open.

To call the room beyond "beautiful" would have done it a _severe_ injustice. Set into the wall of the circular room was a long, curved window that provided an almost 360° view of Equestria. Twilight could see Ponyville in the distance in one direction, swore that she could see Appleoosa in another, and could even see the shining blue line that was the ocean in a third. It was, in a word, perfect. But then again, why wouldn't it be? It was the Princess's bedroom, after all (keyword: _was_).

"Whoa… _this_ was your bedroom?" Spike asked, incredulous.

"Indeed," Celestia replied, stepping past them. "And although it's no longer where I rest my head for the night, I still have some use for it." Twilight and Spike's attention was then drawn to what lay inside the room. For the most part, the room itself was empty- all it contained was a large bed, surrounded by numerous candlesticks arranged in an odd pattern. It was apparent that they had been used, recently at that. "Just give me a moment to get things ready for you." Her horn began to glow- a large set of curtains Twilight realized had been hanging behind them began to unfold, covering the window and slowly plunging the room into total darkness.

For one brief moment, an impenetrable blackness filled the room. Then, the candles surrounding the bed suddenly came alight. Now that they were lit, the reason for their peculiar arrangement became apparent- their light illuminated the bed but nothing else in the room, creating the illusion of it being its own little world, floating in the darkness.

Speaking of floating, Twilight could feel an invisible force lifting her off the floor. She yelped in surprise, but Celestia quickly said, "It's okay Twilight, I've got you." Twilight was lifted into the air and over the candles, before being gently set down on the bed. Spike was placed next to her a few moments later. Then, Celestia carefully navigated through the numerous candlesticks before taking a seat next to the bed.

"Sorry. I know I should have told you what I was going to do, but I didn't want you to disturb the candles. It took me nearly a decade to set them up just right."

Celestia rested a foreleg on the bed. "Now, since the laws of Equestria were written with ponies in mind rather than dragons, you could in theory make the argument that your relationship with Spike is perfectly legal, Twilight- however, once you make that argument, the laws would most likely be rewritten to close that particular loophole. So I'm going to make things much easier for you- from this time forward, I am giving you and Spike the freedom to fully explore your relationship in any way you see fit."

Twilight's jaw dropped. So did Spike's. Eventually, she managed to stammer, "R…Really?"

"Of course. I believe that both of you are emotionally mature enough to handle a relationship."

Instantly, Twilight leapt up, wrapping her forelegs around her mentor's neck. "Oh thank you, Princess! Thank you so much!" she cried. She looked up and unashamedly kissed her on the lips, eliciting a surprised "_Mmmph?_" from the she turned and tackled Spike, pinning him against the mattress and drawing him into a very deep kiss. The Princess watched, a small smile on her face, until Twilight looked up at her. "Uh, Princess? Do you mind?"

"Hmm? Oh, of course." Celestia took a few steps back, becoming completely engulfed by the darkness. "Have fun, you two. And, be sure to blow out the candles when you're done." There was a bright flash, and then silence. Twilight's horn glowed brightly for a few moments, illuminating the rest of the room, but it was empty.

"It looks like she's gone," Spike said as he sat up. "What should we do now?"

Twilight smiled at him. He thought her smile looked absolutely beautiful in the candlelight… but then again, he always thought her smile looked beautiful. "Oh, I've got a few ideas, Spike." She nuzzled against his chest, causing the young dragon to giggle. "Twilight, stop that!" he laughed, petting her neck. "It tickles!"

She shot him a sultry look. "Oh? Well I know something that _doesn't_ tickle." Her head moved in between his legs to kiss the scales there… but to her surprise, Spike pushed her away. "Hold on, Twilight," he said. "I want to start us off this time."

Twilight was taken aback for a moment, but then asked "Are you sure?" Although there wasn't any particular rule as to who started things first, Twilight generally played the role of the instigator.

He stood up to kiss her. "Yeah," he answered as he pulled away. "It's fine, don't worry." Gently, Spike pushed her onto her back, and pulled her legs apart- even after everything they had done together, Twilight still couldn't help but blush when she… assumed the position. But before he got to work, Spike climbed up her body, and kissed her again, softly. "Twilight… have I ever told you how beautiful you are when you blush?" His words made her face darken even further. He kissed her one last time before climbing down to her haunches again. He stroked the inside of her thighs gently, savoring the feeling of her soft fur against his fingers.

"Twilight, is it weird for me to say that I like your thighs?"

She blushed. "A little… but I still appreciate the compliment." He kissed her thighs, drawing a few soft, but pleased moans. His trail of kisses travelled up her leg, nearing her most private area. She shivered with anticipation- sure, there had been times in the last month when she'd needed to do some… _stress-relief_, but it just wasn't the same as when Spike did it for her.

She cried out when Spike kissed her lower lips. Her rear legs twitched and kicked uncontrollably as he mouthed her slit, rolling and wrapping his tongue around her clit; her euphoric moans easily coaxed his member out from between his scales again. She shrieked as his tongue plunged inside her without a care in the world- three hundred feet above Canterlot, there were no worries about any wandering eyes or ears. Even after their month apart, Spike still considered them the most beautiful sounds in the entire world, and it was with a very heavy heart that he pulled away.

Or so he tried. As soon as Twilight felt him pull back, she pushed him back into position, first with her hooves, and then with her magic. "Spike what are you doing?" she demanded; Spike wasn't the kind of stallion- er, dragon to leave her hanging. Especially not when she was _so_ close.

"I… I wanted us to cum together. Today _is_ a special day after all."

She softened almost immediately. "Well, I guess that's understandable. Hold still for a moment." Her horn glowed, and a white beam shot out of it for a few moments. When it faded, Spike was now the "perfect size." She spread expectantly, but to her surprise, Spike gently rolled her onto her side and nestled himself against her back; he lifted up her leg, and positioned himself to enter her. "This is new…" Twilight whispered.

"That's okay… right?" he asked nervously.

She didn't reply. Rather, she turned her head and craned back to kiss her assistant… but she couldn't quite reach. The young dragon caught on, and craned his neck to press his lips against hers. His arms wrapped around her chest, hugging her tightly.

He loved her warmth.

She broke the kiss for a moment. "Well, what're you waiting for, stud?" she asked seductively. Spike shivered- it always brought a puff of pride to his chest (and just a little twinge of embarrassment in his stomach) when Twilight talked up to him. He took a deep breath to calm his nerves, held her tightly, and pushed inside of her.

Twilight cried out in a mixture of happiness and ecstasy. Nothing- not her hoof, not magic, not any of Rarity's lent toys- could compare to having Spike. A pleasant warmth crept into her belly, and she felt her knees go weak- she was glad she was lying down. "_Ohhh_, I've missed this…"

Spike kissed her neck. "I did too." As he began to thrust into her, Spike slid an arm down Twilight's chest, and stroked her belly. Twilight shuddered as his claw ran over such a sensitive area, but it didn't linger. It went lower and lower, until finally touching a small nub of flesh in-between her haunches. She gasped, one of her legs kicking out involuntarily. Burying his face into her neck, Spike thrust faster and harder as he massaged her clit; her legs kicked frantically as Spike's claw traced over her love. "_Hah… nnn… oh, Spike… that's perfect…_" The pressure slowly began to build up as Spike pounded against her, spurred on by her disjointed pleas and praises.

"T-Twilight…" Spike huffed. "I think… I think I'm gonna… cum soon…"

"Just hold on for a little longer, Spike. Can you do that?"

"I… I'm… s-sorry, Twilight… but… I… _I… can't!_" With one last thrust, Spike seized up as he released all the tension built up inside him deep inside Twilight, his mind going completely and utterly blank. He relaxed after a few moments, but he didn't pull out. His thrusts continued, despite his diminishing cock- he wouldn't stop until Twilight was satisfied as well. "I… I'm sorry. But, I'll finish… what I started."

Twilight squirmed as Spike teased her clit. Her hips bucked forward, pressing his claw against her slit. His seed leaked out, covering his hand, but he paid it no mind. The pressure building in her hips was finally reaching its breaking point. She seized, clenching tightly around his flaccid member as a scream erupted from her throat, making Spike's ears ring. After what felt like an eternity, she slumped against her lover, the silence of the room broken only by the sounds of her labored breathing.

While she was still in his grasp, Twilight rolled over to face him. She squeezed him tightly, before pressing her lips against his again. Her eager tongue easily pushed its way into his mouth- he returned the favor with gusto, their tongues dancing and swirling around each other. For some reason, at that moment Spike realized that he'd neglected to wash his mouth out before kissing Twilight- if she was disgusted, she was doing a _fantastic_ job of hiding it.

After a long moment, he broke the kiss. "Twilight…" he whispered, "…I love you."

Twilight kissed his forehead. "I love you too, Spike. Her horn glowed for a moment, and the candles went out. Spike cuddled up against her in the darkness. "Twilight?" he asked.

"Hmm?"

"I'm glad we're together again."

She squeezed him tight. "Me too, Spike."

He nestled his face into the base of her neck and sighed contentedly. "This… this feels right."

Suddenly, one of the candles lit up. "I have to say, you two put on quite a show," Celestia said, stepping into the light. "And Twilight, I didn't know you were familiar with age changing spells."

"Ack- gah- P-P-Princess!" Twilight stammered, pulling the bedcovers over herself and Spike defensively. "Were you… were you watching us this whole time?"

"Not the whole time, no." She stripped naked and climbed onto the bed. "I actually came up here to ask if you wanted lunch, but… well, my curiosity got the better of me. I hope you can forgive me."

Twilight had the sinking suspicion that wasn't entirely what the Princess's visit was about. And she voiced her suspicion. "What's this really about?"

"I'll be blunt- Spike's mating cycle will be beginning again very soon. Spike now has the capacity to suppress his seduction powers, but-"

"Wait what?" Twilight asked, incredulous.

"I do?" Spike asked, confused.

Celestia propped herself up to get a better view of her students. "Indeed you do, Spike. And now that you can control these abilities, for all intents and purposes, your training is complete. At this point, there isn't anything I could teach you that Twilight herself couldn't."

"So… does that mean I can… go home?" he asked. The Princess nodded. Spike leapt up and threw his arms around the Princess's neck. "Oh thank you Celestia! Thank you!"

Celestia embraced the small dragon. "However, though Spike can now suppress his seduction powers, he still _needs_ to mate. Magic can't change that." Twilight remembered what she'd read in _The Complete Unabridged Encyclopedia of Dragons, 3__rd__ Edition_- if denied the opportunity to mate, dragons of all breeds will go on highly destructive rampages that could last for several days, Spike included. "And I'm sure that he would prefer that _you_ take care of his… _condition_, Twilight. So, I'd like for you to stay here in Canterlot for the next week… to ensure everypony's safety, of course. In truth, you only need to mate with Spike once during his cycle to avert disaster… but if you two wished to mate multiple times every day during this week, then that would be alright as well."

Twilight and Spike looked at each other in disbelief- the Princess had more or less _ordered_ them to have sex. "And, may I make a selfish request?" Celestia asked. "I would… like to watch you… _kiss_. If that's alright."

The two simply stared at the Princess, and then at each other, trying to process her strange request. They'd never kissed in front of others (at least not on the mouth), but now they Celestia herself had requested that they kiss. And who would be crazy enough to refuse a request from the Princess? So, the two pushed their lips together as Celestia watched, not really enjoying it- their tongues swiped across each other from time to time, but the white alicorn in their bed proved to be a little too difficult to ignore. But as their kiss began to intensify, they grew less concerned about their sovereign ruler lying right next to them. They closed their eyes, becoming lost in the sensation of their each other. Twilight wrapped her forelegs around the young dragon, pressing her lips against his. Spike fell back against the Princess's body as their tongues danced, wrapping his arms around her neck, feeling as though his entirety was being hugged. Celestia smiled approvingly as she watched the two lovers kiss.

But before long, Twilight felt Spike's tongue move less and less before coming to a halt entirely, felt his grip around her neck loosen before his arms finally fell away. She broke away- the young dragon was fast asleep as he rested against the Princess, snoring lightly. She couldn't help but smile at him.

He was so cute when he slept.

"I don't mean to ruin the moment," Celestia began, "but I would like to ask you something, Twilight." Twilight didn't reply. "I love all my subjects, both great and small… but I hold a special place in my heart for you and Spike. And I would be greatly honored if you would… _invite_ me to bed. With you." Celestia looked away, a faint but noticeable red tint on her cheeks.

She held the sleeping baby dragon in her forelegs defensively, as though shielding him from Celestia. "N… No offense, Princess, but… I think that's a decision both me and Spike have to make."

"You need time to think it over. I understand." The Princess climbed out of the bed, dressed herself, and began to walk toward the door. "Take as much time as you need." The door opened- Twilight had to shield her eyes from the blinding light that streamed in. "And when you finally _do_ make your decision, you know how to find me." She stepped out, closing the door behind her.

Twilight continued to hold Spike in the darkened room. Throughout the last month, Twilight's friends had asked if they could… _borrow_ the young dragon. She'd always told them she needed to talk about with Spike first before giving the okay, but in truth, she'd never brought up the topic even once.

Gently, she shook Spike awake. "Spike? Spike… wake up. It's important."

Slowly, he came to. "_Nngh_… _Twilight? _Where's Celestia?"

"She left. But Spike, I need to ask you something important."

He sat up. "What is it?"

"Well, some of the girls have asked me if they could… borrow you. I wanted to ask you what you thought of it."

"What? No. No! Absolutely not! You and I are-"

"Spike, I want you to tell me the truth, not just what you think I want to hear." Spike inhaled deeply, but said nothing. "I promise I won't get upset, no matter what you tell me."

The young dragon took a deep breath before replying. "If… if I was… single, and they asked me… then, I'd say yes, if only to do them a favor. But, I'm with you now Twilight. I don't need anypony else. I don't _want_ anypony else. Just you."

She embraced him. "Spike, that has to be the cheesiest romantic thing I've ever heard you say." She felt silent, simply holding Spike. "But, just so you know, I'd…" She shook her head. "No, never mind. This is something we should talk about with the others."

"Alright."

She kissed him. "I love you, Spike. No matter what."

He kissed her back. "I love you too, Twilight."

She blew out the single candle, plunging the room into darkness once again.

* * *

><p>"Uh… Twilight? You forgot to turn me back to normal. Again."<p>

Twilight grumbled to herself, and there was a bright flash in the darkness.

"Thank you, sweetheart."

"Anytime… honey."


End file.
